The Internship
by CaptainS10
Summary: AU. What if Peter really had gotten an internship with Tony Stark?
1. Chapter 1

**Hello guys! So this is my first actual Marvel idea that wasn't based in canon. I spent a lot of time trying to decide where it would be set, and eventually decided that it's an AU, so whatever could have happened under different circumstances, and it wouldn't matter because this story isn't following canon anyway. Also, this story is meant to be more of a heart-happy, not exactly plotless but not action packed either type of AU, so there won't be too much superhero action in it anyway.**

**Anyway, it's basically exactly what it sounds like, so I won't dredge on too much. Although this first chapter is pretty lengthy, so buckle in. Enjoy!**

It had been a long, boring day for Tony Stark.

Which wasn't a good thing, because Tony didn't deal well with long or boring, especially when it wasn't productive. And today had certainly not been productive.

How he'd been roped into this, he still could hardly fathom. After everything that had happened to him, and how busy he'd been in the past few years with… well, being Iron Man and all… Pepper had been trying to convince him for a while now that he needed some extra hands to help with the business. Tony wasn't big on hiring new people, though. Not to work closely with him. Hell, the one man he'd grown up with and thought he could trust had turned completely and utterly against him and had tried both to have him killed and, when that failed, to kill him himself. To say Tony had trust issues would be an understatement.

Pepper, however, had no such qualms, and wasn't so easily dissuaded. If he really wanted to completely reinvent Stark Industries, then perhaps he needed to completely reinvent himself, too - or at least his public image. And that was more than just giving out money hand over fist. Money, when you had as much as he did, was easily given away; time, on the other hand, was much more valuable. And what better way to show he was investing in a better future than to work with youth?

This idea didn't resonate well with Tony. Kids? He didn't do well with kids - not teaching them, nor really being around them in general. He didn't have the patience - or the filter - to be around them for any extended period of time. That's why he preferred the distanced approach. Besides, what kid didn't like money?

But Pepper had never failed him before, and after everything he'd put her through, he decided a compromise was in order. She was right about one thing: he had no family, no heirs to speak of, and while he had no intent of passing on any time soon, he needed someone he could trust to leave the company to. He didn't know when he'd made the decision, likely unconsciously, that it would be her - but at some point, he knew he had realized that was exactly what he wanted to do. But it had never occurred to him that, if she didn't want it, or if something happened to her, he had no one else he remotely trusted to leave his life's work with.

With these things in mind, he'd agreed on a compromise. An internship. If she hosted some interviews and sent him the most qualified candidates, he would review them, and if he found one that was remotely suitable, he'd allow them to intern with the company - with him - in the hopes of both lessening his stress load and hopefully resulting in someone he might one day be able to leave the company to. If they were skilled enough and didn't drive him mad in the time it took him to train them. Not that he intended to broadcast that part; it would be promoted as an internship only, with a possibly a future job opportunity, if they lasted long enough.

He promised her a trial period of at least two weeks with whoever was chosen; but if he didn't see any potential in them… well, they would go, and he could say he tried. His conscience would be temporarily eased, at least. If it failed… well, maybe he'd just give the company to her sooner.

So far, unfortunately, it hadn't failed.

In all honesty, he didn't know how that whole thing was being publicized, and if there were any specific students that were supposed to be applying. All he knew was that his personal assistant and head of security had been irritatingly unavailable for at least two hours every day for the past few weeks due to these interviews. Apparently, a lot of kids had applied.

At least, before yesterday, that was all he had known. Now, unfortunately, it was time to do his part, which subsequently meant that he suddenly knew a lot more.

Today was their second day of follow-up interviews; meaning, the kids who had impressed Pepper (and, to some extent, Happy, although he didn't necessarily have as much sway as she did, due to his opinion on the matter being more in the direction of Tony's; he was more there to screen the kids' pasts than their qualifications) were now back for second interviews, of which Tony was required to attend.

And so it was the second day of this - spending long days in his boardroom, pacing, working on the holographic board in the back and half-listening to kids get screened by Pepper and Happy for the second time. As with yesterday, none of them said anything particularly interesting; certainly nothing that caught his attention. Many of them had the same qualifications - they were simply high school kids, after all - so there was little to distinguish them there. Half of them weren't even smart enough to dress the part, and there was no way in _hell _he was allowing a kid who couldn't even tie a Windsor knot near any of his precious work.

About midway through the day, Tony was sitting in the back of the room, feet propped up on his desk as he messed with the holographic design in front of him. He was throwing around theoretical calculations for the design of a new arc reactor. He wanted to make one that was slimmer, more powerful, but also more cost and energy efficient. Especially considering the design of his newer suits, it needed to be more powerful, but also needed to be packed into a smaller model, and if he could get the reactor's design to be as sleek as that of the newest suit… well, he liked his uniformity, to say the least.

They were on a break for lunch, at the moment, although that didn't stop Tony from toying with the design in the back of the room while he waited for his food. When Pepper came in and brought it to him, he nodded his thanks before picking up the sandwich, unwrapping it just enough to take a bite, continuing to work with one hand.

Pepper took a seat on the opposite side of his desk without being invited to. Tony glanced at her once, cocking his head. She was never so bold when he first hired her - but, then, she'd become invaluable to him and she knew it, even if she wasn't one of the only two people in the world he actually trusted at the moment. Perhaps she could afford to be a little bold.

That said, she still wouldn't have approached him when he was working without a valid reason. She never did. He swallowed his food and took a drink before turning to face her. "Yes, Miss Potts?"

Pepper regarded him for a moment with those startling blue eyes of hers. He held her gaze, waiting for an answer.

Finally, she spoke. "Mr. Stark. It's been two days, and we're more than halfway through the candidates. You really have no interest in any of them?"

Tony shrugged, looking back at his work and continuing to virtually disassemble the reactor. He wanted to analyze every part of the design of his current one, to look for technology that was outdated, or could be upgraded, downsized, or replaced. "None," he told her, flippantly. There was no point in lying. He would only take somebody who he deemed fit, and despite her best efforts, that didn't seem to be anyone in this pool of applicants.

"Why not?"

Tony heaved a sigh, rolling his head back towards her, still working on the model with one hand. "Because none of them are remotely qualified. I see no reason I should waste my time on trying to have a conversation with half of these kids, let alone let them near something anywhere near even this level of work." He gestured to the hologram with his sandwich, then took another bite. "And this is basic, in this business."

Pepper made a face that he knew her well enough to know meant she was trying not to roll her eyes at him. "No. Physics is basic, and that's likely the most you should expect these kids to know. They're not supposed to come fully trained and ready to work, or it wouldn't be called an internship. It would be a job." She stood up, smoothing out the wrinkles in her skirt like she always did when she was agitated. "Enjoy your lunch, Mr. Stark. The next candidate will be here in fifteen minutes." She turned away.

He let her take a few steps before calling, "Pepper?"

She stopped, but didn't turn around. "Yes, Mr. Stark?"

"How far are we in the list of candidates, anyway?" He regarded his disassembled holograph for a moment before looking back at her.

She checked her clipboard. "We're at the Ns. About ten candidates left."

Ten candidates. At least another two hours of this bullshit, if most of them managed to talk for their allotted fifteen minutes, which they usually did. Teenagers were almost as narcissistic as he was. He sighed heavily. "Thank you, Miss Potts. Go eat something before the rest of the monsters show up, why don't you."

Pepper shot him a look somewhere between amused and exasperated over her shoulder. "I already have, Mr. Stark, but thank you for your concern. Perhaps you should focus on eating yours instead."

"Will do. But Pepper?" She stopped, looking back at him again. He looked back at her this time, raising an eyebrow at her and silently daring her to argue. "Seriously. Take a break." Then he turned back to his work, letting her go for real this time.

He spent the next several minutes talking to Jarvis, manipulating the designs and running hypothetical scenarios through the computer, testing all the different substitutions and cuts of materials he could use to rebuild the arc reactor - with improvements, of course. He hardly noticed when Pepper and Happy came back in, nor when the next student came in, or the next. He was flying through calculations by that point, running scenarios mostly in his head and with the aid of Jarvis mostly as a calculator. Running different programs was harder when he couldn't openly communicate with his AI aloud, and doing so would have been… well, if he was honest, if what he was doing now was borderline rude, that would be pushing it. No doubt Pepper would filet him if he was _openly _not paying attention.

It wasn't until the second to last student came in that he found something to pay attention to.

The interview started out as boring as the rest. The kid came in - decently dressed in a suit, with at least a passable suit and tie look - shook hands with Pepper and Happy, and sat down to do his interview. He was very polite, which Tony was tuned in enough to tell pleased Pepper greatly. He started to slip back out of focus when they fell into the same routine he'd heard literally forty times in the past two days.

"You go to Midtown Science and Technology, right?" Pepper was asking.

"Yeah, yeah! That's right. In Queens. I'm a sophomore," the boy responded.

Interesting. A nice background, at least. Although he was a little young…

Pepper seemed to be thinking along the same lines. "Only a sophomore? You've got quite the academic record for a sophomore, Mr. Parker. And why, at your age, are you interested in something like this? You've got the rest of high school to get a better idea of what you want to do."

The kid - Parker - shifted in his seat, taking a moment to honestly consider the question. "Well, in all honesty, Miss Potts… why else would I make the choice to go to a STEM focused high school if it's not something I want to go into? And I don't think it's ever to early to try to get your foot in the door for something that could shape your future the way an opportunity like this could." He paused. "Besides, I'm a fan of Mr. Stark's work. I admire his ethics and his decisions, and I think I could learn a lot from even just seeing him work." He glanced over his shoulder, looking back at where Tony sat with his feet still propped on the desk, throwing calculations into the computer at rapid speed. "Just look at him go."

"I get to 'look at him go' every day, Mr. Parker." In more ways than one, of course, but she wouldn't say that to him. Still, Pepper couldn't suppress a smile at the wonder in the boy's face as he watched Tony's hands fly. "Is there anything else you'd like to say? Any questions for me or…well," she stopped, knowing interrupting Tony would likely be a bad idea, "...for me to pass on to Mr. Stark about the position?"

Parker's eyes were still glued to Tony, watching him curiously. "Um, no, thank you," he told her. He turned around slowly. She could almost see the gears in his head turning as he asked, "But, between you and me, does he ever have anyone check his work?"

"Check it?" Pepper blinked and leaned back, surprised. It wasn't exactly the question she'd expected. Most kids wanted to know about money, or how closely they'd be working with Tony, if they'd get to see him in the Iron Man suit, etc. "I… why?"

He shrugged, standing up and glancing over his shoulder again. "Well, I could be wrong, but… it looks like he made a mistake in one of his calculations." There were several lines of calculations scattered across the screen - either red if he had already ruled them out, or blue if they were still in progress. He pointed to one in the top right corner of the screen.

At his name and the word "mistake," the world snapped back into focus. Tony blinked, once, twice, then turned to him. "What did you say, kid?"

"Oh, it's nothing, Mr. Stark. Don't stop on my account. I just said - and I could be wrong, absolutely - it just looks like you're a decimal point off on this calculation." He took a few steps closer, pointing to it again.

Tony turned back to the screen, scanning through the lists of numbers until he found the one he'd was referring to. He studied it with narrow eyes, finding the spot that he was pointing to and moving the decimal back to where it should be before running the whole calculation again. It would take several minutes to finish.

Tony straightened, taking his feet off the table and turning fully to face them. He looked at him for the first time since noticing his suit - actually looked at him, taking him in. Scrawny as a rod rail, but he looked clean and presentable enough. He didn't seem to have any meat on him, but he didn't look unhealthy, either. "What's your name, kid?"

"Peter, sir. Peter Parker." He stuttered slightly, but he put it down to nerves. He'd sounded fine when talking to Pepper.

He cocked his head. "You have any experience with this sort of thing, Parker?"

Peter nodded. "Yes sir. Some. I've taken basic physics and engineering, and I was on the robotics team for 2 years."

"Was?" He wasn't taking anyone with behavior issues. Or worse, he could have been kicked off for incompetence.

"I quit, sir."

Ah. "Why?" Tony repeated.

Peter hesitated, as if unsure how to answer. "Family things, sir."

"Quit calling me sir every time you talk." He crossed his arms. "Do you have any experience outside of schooling?"

Again, that hesitation, as if unsure, or as if he were going to say something and thought better of it. "Yes, si-... yes. I build computers. Sometimes, I mean, in my spare time. You know, programs and such from scratch..." Peter shifted his weight from foot to foot, as if uncomfortable.

Tony held up a hand to stop him, and he let the sentence trail off. He studied him for a moment. Something about him - the voice, maybe the way he moved - seemed so _familiar_. And that was odd, especially for Tony. He could barely be bothered to remember people he met with multiple times a year, let alone someone he'd run into once, so he doubted it was one of those types of scenarios. This was a gut instinct, something that made senses go on edge. He wasn't sure what to make of it. "I see," he said at last. Then he nodded to Pepper.

She understood the signal, thankfully, and stepped forward, offering her hand for Peter to shake. "Well, that's all the time we have for today, but thank you for coming in, Mr. Parker. We'll be in touch."

"Oh, thank you." Peter shook her hand, shouldering his bag again and nodding to Tony. "Mr. Stark. Good luck with your calculations." Then he let himself out.

Tony was still staring at the door when it closed behind him, watching his back thoughtfully. Pepper rushed up to him. "What was that?"

Tony tore his eyes from the door to meet her questioning gaze for a moment before shrugging and sitting back down. "He's a sharp kid. You wanted me to show an interest, didn't you? I did. There you go."

Pepper put her hands on her hips, tilting her head at him. "But did you like him, or were you just being a smartass?"

Tony glanced up at her, surprised. She didn't curse at him very often. "Oh, you know me, Miss Potts. I'm always a smartass."

She frowned, narrowing her eyes a bit at him. "That's not an answer, Mr. Stark. Should I continue with the interviews, or are you not going to bother to show any interest at all throughout the rest of them? Because I could save us all another hour of pointless chattering and just cancel the rest."

Oh, she was getting sassy now. Tony turned completely back to her, quirking a brow at her. "Am I irritating you, Pepper?"

A small amount of flush colored her cheeks at his tone, but she held her ground. "I just don't understand why you agreed to let me do these interviews if you were going to completely blow off everyone and not even listen to half of what the kids had to say."

She had a fair point. He frowned, unsure of the answer himself. "I…" he stopped, pulling a face when he realized he was drawing a total blank. "Well. Let's just do it this way. Don't bother with the rest of the interviews." He stood up, grabbing his cup and nodding to the door. "I want him."

Her expression brightened slightly. "Really?"

He took a drink and sighed. "Really." Then he glanced back over his shoulder to check the progress of the calculations. All the ones he'd started running had finished, including the one he'd corrected from Peter's suggestion and run again.

Only one of them had turned green.

He cursed to himself, then turned back to the holograms long enough to tell the AI to send all the possible changes that could be made based on his calculations to his downstairs lab before simply shutting it down.

Including the one the kid had corrected - the only one on the last set that had shown up green after a half hour's worth of calculations towards one part of it.

Pepper was still smirking when he brushed past her and headed downstairs. This was going to be fun.

**Sidenote, as we go, if anyone has better name suggestions for this story, feel free to share them! I just wanted to post it and I had to come up with something xD thanks for reading!**


	2. Chapter 2

**Before anything else, I just have to say... WOW. I did not expect this story to blow up the way it has, especially in less than 24 hours with one chapter posted to it. So I just want to say it now: thank you so much to everyone who has already followed, favorited, liked, gave kudos, etc, to this story or to me. I appreciate you all so much and I'm super stoked that everyone seems as excited for this story as I am. I've got big plans for this that I hope everyone will enjoy reading as much as I enjoy writing. :D**

**Now anyone who has been reading my other story, the Spider-Man, may have already seen this note, but since this is by far the more popular one, I'll reiterate it here since it'll go for this story especially. Due to the amount of feedback and stats this story already has, I wanted to put an offer out there. Any chapter that gets more than ten reviews (between both FF and AO3, not separately) before update day will get updated immediately - like, as soon as the next chapter is done. I am NOT making this a review powered story or anything, because I hate when people do that myself. The story will still get updated likely at least every other day on the update schedule (Tuesday/Thursday/[and progress permitting] Saturday). This is just an opportunity to get it updated before then if that's what you guys want.**

**All that out of the way, now let's get to the story! Again, thank you to all my readers, and I hope you all enjoy! Next update day will be Tuesday again... if you're all willing to wait for it. ;)**

His senses were tingling.

That was Peter's only thought as he walked out of the interview. His Spider sense was going off the charts right now, which was absolutely ridiculous. He knew as well as anyone else that he was in the presence of another hero; part of the reason he'd applied for this internship was because of his alter ego, and because of what he knew of Tony's. Iron Man had been someone he admired for years before he'd ever become Spider-Man, and yet...

Yet maybe why that was exactly why he shouldn't have applied. Because they had that connection. And because Peter genuinely had something to hide.

As he rode home in a cab, he chewed over the interview in his head. It had gone well enough, he thought. He was honestly kind of relieved when Tony hadn't been paying a whole lot of attention to it. He was incredibly intimidating in person, and… well. There was their previous encounter to think about.

_Stupid_. So stupid. This was an unnecessary risk, he knew, but it was also such a good opportunity. And he couldn't deny that he would learn a lot from this summer internship, were he to get it - not just about being a hero, but from Tony, in general. The man was a genius after all; there was no denying that. And what he had told Miss Potts was completely true. This was exactly what he wanted to do with the rest of his life. Tony's achievements had been an influence on that. Just being in his presence was enough to give him the urge to _do _something, anything, in suit or out of it.

But he also was smart enough to know that this was exactly why his senses were tingling, too. Stark had a good poker face, but he'd caught the way he'd been studying him when he thought he wasn't looking. He knew something was up, or he had a hunch, at least. The man's instincts were sharp, and with good reason.

He tried to tell himself it didn't matter. There had been hundreds of candidates in and out of there. He had to try, just to be able to say he did, but the likelihood he would have gotten it was so low that he had no reason to worry. And after Mr. Stark had heard him make a comment about needing someone to check his work, and he'd actually had the audacity to point it out to the man himself? Yeah right. His chances were probably laughable after that. Even if he'd been right - which he wasn't even sure that he was - nobody took well to being corrected, especially when the person in question was Tony Stark. Taking criticism graciously seemed like an unlikely personality trait for him.

He sighed as the cab pulled up at his apartment building, handing the driver his money and getting out. Oh well. At least he still had dinner with May to look forward to, and now that school was done for the summer - the tail end of this week had been the end of his exams; he wouldn't even have _thought_ about trying to do all of this while school was in session - he had all of the summer to look forward to hanging around town and slinging some webs whenever he felt like it. May still had to work normal hours during the week, so he would basically be free to do whatever he wanted all summer and not have to worry about hiding his comings and goings from her near as much. He could be Spider-Man as often as he wanted to - except on the weekends.

When he entered the apartment that he shared with his aunt, the first thing that caught his attention was the smell of food. Something different, as he couldn't quite pinpoint what type of food it was, but maybe that had something to do with the fact it smelled… well, like it was burning. And it reeked to his heightened senses.

"May?" Peter stepped inside, closing the door and plugging his nose.

Her head popped out from around the corner. "Hey kiddo. How was the interview? Did it go well?"

Peter walked deeper inside cautiously, looking around. Now that he was where he could see past the wall, he could see that the kitchen area had filled with some nasty dark smoke, and he raised an eyebrow at her. "It was great, yeah. I think I did okay. You, uh…" he gestured to the stove, where a pan sitting on top appeared to be the source of the smoke, although whatever was in it was unrecognizable to him. "Trying to cook again?"

May sighed, brushing past him into the living area to open their two tiny windows. "Yeah. I just wanted to try to make you a nice meal, you know, to celebrate, but… I'm still working on my array of dishes, you know, and this was definitely a failed experiment." She turned back to him once she'd opened them both, putting her hands on her hips. "So, my nerves are officially shot for the night, but we can do some takeout or something instead. Wherever you want to go, just let me know."

He laughed a little, feeling a burst of affection for his aunt. He gave her a quick hug, to which she blinked, surprised, before hugging him back. "Sounds good, May. Thank you. I'll- I'll let you know where I want to go shortly. I just want to shower and get out of this suit, if you don't mind."

"Not at all. Just let me know whenever you're ready."

Peter nodded, releasing her and heading back to his room. As soon as the door had closed behind him, he pulled off his tie, beginning to strip off the suit. It was nice, granted, and it wasn't exactly _completely _uncomfortable, but it wasn't comfy, either. He didn't know how people like Tony could practically live in these things some days. Course, it probably helped that Tony had the money for a nice suit, and his wasn't a cheap, itchy knockoff from a downtown thrift store. Oh well.

He hung it back up in his closet, then went to shower and change for dinner. He was going to have a good night with his aunt and put all these thoughts and worries behind him. Whatever happened was going to happen, and it was out of his hands now. He'd find out soon enough.

Tony was facing a dilemma.

He'd just gotten off the phone with Colonel Rhodes, one of his oldest friends and also one of his few trusted confidants. And what he'd had to say wasn't good.

He needed help. There was something brewing back in California, and he wanted Tony there to consult and cover his ass if need be. Whatever it was, it was big enough to have the seasoned soldier worried, but he refused to tell him over the phone, claiming he had to be sure they were somewhere secure, first, and that the information he had was for his ears alone.

As if his servers weren't secure. The thought was ridiculous.

Still, he had refused to tell him anything, and the best he could get was an insistence that if he really wanted to help - and they desperately wanted his help - then he needed to get back to Malibu, pronto.

This left him in a rather uncomfortable position. Because in order for him to help, he would have to go back to Malibu for however long it took to resolve whatever the situation was. And if he was in Malibu, he wasn't here, which meant no internship. Which meant he'd be breaking his promise to Pepper.

"Damn it," he grumbled aloud to himself, flopping back against the couch and rubbing his forehead.

"Problems, sir?" Jarvis, the AI that ran most of his technology, including that connected to his house, was always listening.

Tony grunted in affirmation. "Just… connect me to Miss Potts, please, Jarvis."

"Connecting you now."

It was quiet for a moment, then her voice answered. "Tony?"

"Hey, Pepper…" He closed his eyes, smoothing a hand down his face. "Can you come up here for a minute?" He was still spread out on the couch in his living area, holding his phone. He heaved a sigh, tossing it on the table and tucking his arm under his head. She wasn't going to like this, not one bit.

There was a pause. "Sure." She disconnected, and he waited for her to come up from her private quarters to his. She stepped off the elevator a minute later, her long hair down and dressed in casual clothes for once. He rarely saw her like this, as she usually made sure that even after hours he didn't see her out of work dress. Of course, they rarely called each other after hours unless it was an emergency. This was borderline one.

She approached the couch slowly, looking him over, searching his face for any sign of why he would have called her up here at this hour. It was only eight o'clock, granted, but he also didn't usually call and ask her to come to him past dinner time unless it was important. It made her mildly anxious. "What is it?"

Tony sighed, sitting up and rubbing his face. He nodded to the couch beside him. "Maybe you should sit down."

Pepper pursed her lips, then shook her head, refusing the invitation. He never asked her to sit down unless he was going to say something she didn't like. "Just talk to me, Tony."

He pressed his lips together, looking down. "I…" He stopped. Leading with what he had been going to say seemed like a bad idea. "...I got a call. A few minutes ago, from Colonel Rhodes. He needs me out in California."

Pepper frowned. "What? Why?"

Tony shook his head. "I don't know. He wouldn't give me any details over the phone - you know how paranoid the military people are. Anyway, he wants me to help consult on whatever his issue is, but he needs me back in Cali, now, to do it." He studied her face, waiting for the full impact of that to sink in.

"For how long?" she asked immediately. He could practically see the gears in her head spinning with all the different things she'd have to rearrange because of that.

"I don't know," he admitted quietly. "As long as he needs me."

She stared at him for a moment, her brow furrowing as she took that in. "But…" her eyes widened slightly as she looked at him. "What about the internship?"

Tony inhaled deeply, rubbing his hand over his jaw. He could feel the stubble starting to pop up there. He needed a trim. "There is no internship, Pepper. There can't be."

"Oh, Tony…" She rolled her eyes immediately, turning and making to walk away. "I should have known you'd pull something like this. If this is what I get for trying to get you to have some responsibility, not only for your own company but for your _health-_"

"Hey, hey, hey!" He got up, catching her arm and turning her back to him. "Come on, Pepper. It's not like I set this up. It just happened, and I can't just act like it didn't happen and stay here just to waste my time tutoring some kid who probably won't even last a week anyway."

Pepper pulled away, crossing her arms. "First of all, you said you'd give him at least two weeks. Second of all, I don't know whether I should honestly believe you or not. You promised me you'd give this a shot, Tony."

"I know. I know I did," he assured, following her but not reaching for her again. "And I really intended to, but if the military is asking for my help, Pepper, I can't just blow it off. Not if it's as big as they make it sound to be. I'd just end up over there one way or another anyway, and it'd probably just be worse when I eventually do go if I don't do it now. I'm _sorry_."

"You should be." She stepped away again, flipping her hair over her shoulder subconsciously. "You told me you wanted him, so I already emailed the kid, Tony. Now I'm going to have to deal with the repercussions of that, and you… just…" She stopped and sighed, putting a hand on her forehead. "Forget it." She turned away again.

Tony grimaced. This was going about as well as he'd expected. "Pep, come on," he called after her, following her towards the elevator. She stepped in and hit the button, and he put his hand in the door to stop it from closing. "Look, I didn't mean to lie, alright? And I didn't realize it would bother you this much that I can't follow through. I just…" He stopped, exasperated. "I don't know what you want me to do."

Pepper stared at him for a second, then shook her head. "Figure it our yourself, Tony. That's what you do best, isn't it?" Then she hit the button again, and he had to let go of the door or let his hand be crushed in it as it closed.

He watched it descend until he couldn't anymore, then stepped back and sighed, leaning heavily against the wall and letting his head fall back against it. He closed his eyes. He honestly didn't blame her for being mad, even though he wished she wasn't. Worse, he couldn't even pretend to be offended at her insinuation that he had set this whole thing up to get out of doing it. It wasn't like he had said anything up to now that made a case for him on the other side.

"Trouble in paradise, sir?" Jarvis's voice broke through his reverie again.

Tony rubbed his temples. "If you've got nothing helpful to say, then just shut up, Jarvis."

"Would you like to hear my suggestion, sir?"

He had little belief this suggestion would be helpful, but it couldn't hurt to hear it nonetheless. "Shoot," he muttered, not even opening his eyes.

"You could always contact the boy and see if he'd be interested in doing the internship with you in Malibu. There's a fair shot of him answering either direction, but I project that this attempt at a compromise is 85% more likely to make Miss Potts happy than your current agreement."

Tony opened his eyes slowly, his brow furrowing as he thought about it. "Where's my other 15%, Jarvis?"

"There's still the likelihood of her not forgiving you entirely even if he says yes, as she'll surely realize that your attempt is more about pleasing her than seeing any value in the internship itself. And the possibility of her not still being mad if he says no, due to her believing it's your fault for insisting on leaving in the first place."

"Glorious," he muttered, straightening up. It was a thought, though. The likelihood the kid would want to come across the country and spend would could very well be most of his summer with a man he'd only met once, superhero or no, wasn't very high; and the odds were even lower that the kid's parents would say yes to such a thing. So most likely he'd get out of it anyway, and Pepper probably wouldn't be at least so mad at him anymore. Dealing with the kid himself was still taking something off her plate, at least, even if the effort itself didn't make her happy.

He checked his watch. A quarter til 9. Coming to a snap decision, he snatched up his phone off the table and grabbed his coat. "I'll take those odds," he told Jarvis, then headed for the elevator.


	3. Chapter 3

**As promised, 10 reviews between both sites, so here's your new chapter! Thank you guys for your continued support, and please let me know what you think!**

The beauty of being a former weapons manufacturer was that knowing how to hack and track technology was a must, and thus, a skill he'd mastered a long time ago. He'd barely pulled out of the parking garage before Jarvis had successfully gotten into the kid's phone and tracked him to a restaurant in downtown Queens. Tony turned up the radio and sped that way.

Meanwhile, at said restaurant, Peter and May were halfway through their meal and had no idea that Tony Stark was speeding toward them at that very moment. In fact, Peter had spent most of the meal purposefully trying not to think of Stark and his internship at all. He had no idea that the offer was already on the table, having been out with his aunt for the past few hours and as a result, not having checked his email yet that evening.

He was about to find out.

Their waitress had just come up to hand his aunt the check when Tony walked in. Peter wasn't paying attention at all, finishing up the sundae he'd order for dessert and listening to his aunt tell a story about some crazy client at work. He lifted his eyes from his ice cream to his aunt when his sixth sense started to tingle again, and he froze with the spoon halfway to his mouth when he caught sight of Tony in the front of the restaurant, talking to the hostess, who was saying something and pointing back toward their table.

This couldn't be happening. What was he doing here? He surely couldn't be looking for him, could he? The great Tony Stark, chasing him down? Why?

For just a second, the irrational, fleeting thought crossed his panicked mind again that Tony may have figured him out already. But even if he had, he didn't understand why that merited chasing him down. What would it matter to him if Peter was Spider-Man?

But sure enough, he was coming back this way. May had just seemed to realize that Peter wasn't listening, and she frowned a bit, leaning forward and putting her hand on his arm. "Peter? Are you alright?"

He didn't get a chance to answer, because in that moment, Tony had appeared beside the table. "Mr. Parker. Got a moment to talk?"

"Uh, yeah- yeah, sure." He started to stand up, but the elder man waved him off, grabbing a chair from a nearby table and just dragging it over instead.

He sat down on the chair and leaned forward, putting his arms up on the back before turning to May, who still had yet to speak, and holding out a hand. "Tony Stark. How are you? You must be Peter's…"

"Aunt," she finished for him, shaking his hand. "My name is May. And you know Peter, of course."

"Mhm." He looked back at Peter, cocking his head. "You get Pepper's email, kid?"

"Email? No, sir. I've been…"

"Busy? Yeah, me too. So here's the deal." Tony leaned toward him. "The internship is yours, if you want it. But there's a catch." He stopped, his eyes flicking to May for a moment and then back to Peter. "I got called out on business. I gotta skip town. So if you want the position, you have to come with."

Peter stared at him for a moment, uncomprehending. His aunt spoke before he could. "Skip town? To where? For how long?" She immediately rolled off all the questions he wanted to know, without a moment's hesitation, and he exhaled a small breath, feeling immensely grateful for her in that moment. Why was it he seemed to lose his ability to speak every time he was around Tony?

Tony ran a hand through his hair, then dropped his head on his chin. "To California. For… however long it takes me, honestly." At the look May gave him, he shrugged. "I told you, business. An old friend has asked me for some help with something that's come up, and I can't leave him hanging." He looked back at Peter, searching his face for some sort of reaction. "I know it's sudden, and I understand it's clear across the country. I do. But you were the most qualified candidate, and I felt you deserved the choice."

May looked from Tony to Peter, her uncertainty written all over her face. "I… I don't know, Peter. That's pretty far. And not knowing when you'll be back…"

"I would be sure he's home by the end of the summer, of course," Tony added, feeling the sudden need to clarify that. He had to hold back a frown. What was he doing? Didn't he want them to say no? On one hand - the hand that felt this was pointless and would likely never amount to anything - he thought yes, but on the other… the kid had skills, and Pepper had a point.

"Mr. Stark…" Peter spoke for the first time since he'd arrived, shaking the million swirling thoughts from his head. "I'm honored, sir. But with all due respect… I don't know if I can do that." The look on his aunt's face was enough to tell him everything he needed to know. She wasn't comfortable with this, not even close, and he wasn't sure that he was, either, great opportunity or no. Not to mention that would mean he wouldn't be able to be Spider-Man all summer. The thought made him uneasy.

May spoke up suddenly before Tony could respond to that. "This… business of yours. It wouldn't be dangerous, would it? And Peter wouldn't be involved in it?"

Tony shook his head. "To the best of my knowledge, no." That wasn't entirely true. It could well be dangerous for him, but he wouldn't be letting the kid anywhere near it, and so there was no need to tell her that. "The internship itself still stands the way it did here in the city. You'd still be working with me on day to day stuff, learning the ropes, that type of stuff. But if you're not interested, I understand. It's a big jump, and we don't have a lot of time." He leaned back.

"Meaning…?" May prodded.

Tony let out an awkward hum, pressing his lips together and looking down. "Meaning I need to leave in the morning, so I need a decision, like, now."

"No," Peter said, suddenly, decisively. "That's my decision."

Tony looked at him for a moment, then shrugged. "Alright." He started to get up, but May grabbed his arm.

"Wait just a minute, Mr. Stark. Peter…" She shook her head, looking at him with a hint of amazement. "Just… wait." She looked at Tony. "Can I talk to him for a moment, if you don't mind?"

"Sure, sure. I'll just…" He waved a hand, wandering off and leaning against the wall by the door.

Peter watched him go until May grabbed his hand, refocusing his attention on her. "Peter, this is a really big opportunity."

"You don't think I know that?" Peter looked down, shaking his head. "I do. I honestly do. But we're talking about the opposite coast of the country, May. I just… I don't like the idea of being that far away from you, especially for too long. I mean, what if something happens to you?" You're all I have left, he didn't have to add.

But the sentiment clearly crossed her mind as well, because her expression softened, and she squeezed his hand. "I know. I do. But you're not a little kid anymore, Peter. You're almost 17 years old. You have to have a life too. You're going to grow up and make something of yourself, not stay with me in a rinky-dink apartment in Queens forever." She sighed, looking down. "I can't make you stay, and I can't let you stay on my account, either, knowing I'm the only thing holding you back. I know how big this opportunity is for you. If you honestly think this is the type of thing you want to do with your life, then you should go."

Peter just looked at her, his eyes searching her face, taking in her earnest expression. He didn't need that sixth sense to confirm that she was telling the truth, and that this was genuinely how she felt. He looked down. "But what about you?"

"What about me, Peter? I'll still be here at the end of the summer, I promise." She squeezed his hand again. "You can call me every day. I promise I'll still be here, and when you come back, things can go right back to how they were if that's what you want. I trust you." She shrugged once, looking down. "Besides, I'm going to work all summer anyway. We'll probably see just as much of each other over video call as we would if you were physically here."

In that, he couldn't argue she had a point. He sighed, leaning back in his seat and squeezing her hand back. When he looked up, Tony was making his way back over. "You sure about this?" he asked, just to confirm once and for all she meant it. "Because it looks like our time is about up."

"I'm positive," May promised. She let go of his hand, leaning back as Tony walked up and reclaimed his seat.

"Something, anything for me yet? It is getting late, and I do have to leave bright and early tomorrow whether you come or not." He crossed his arms, looking between them for answers. He landed on May first, raising his eyebrows. "You? Yes or no?"

May looked at Peter, then back to Tony, meeting his eyes. "He'll be safe and well-taken care of? You'll look after him?"

"100%. He'll be with me or my personal assistant or my head of security at almost all times." At her raised eyebrow, he shrugged. "I'm not going to follow him around my own mansion." He paused, looking at May again and giving her an earnest look. "Trust me, if there's something I think he could get into, it'll be locked away nice and tight."

She just sat there for a moment, clearly thinking it through one final time before shaking her head once and shrugging helplessly. "Honestly, Peter, I don't know that there's safer hands I could leave you in. It's up to you."

They both looked at him. Peter looked between them - at his aunt's earnest, excited face, and Tony's stoic, intense expression as he tried to read what Peter was thinking before he could say it. "I…" He hesitated, and they both leaned forward slightly, waiting for his answer. He threw his hands up in the air. "Okay, fine. I'm in."

May gave a sigh of relief and smiled at him, and Tony nodded and rubbed his hands together, standing up. "Excellent. Let's hit the road then. If we go now we may just be able to get your essentials and be back at the tower by midnight."

"What? I'm going with you now?" Peter had started to stand up, but froze in place at his words.

Tony heaved a sigh, looking back at him. "Yes, unless you want to have to start walking in the middle of the night to make it to the tower before morning. I like you and all, kid, but none of us are driving down that early to get you at an hour both ways to be able to leave on time." Not that Happy or Pepper couldn't necessarily be convinced to do it, but it was just easier this way, not to mention kinder on all of them. He didn't want to see the look on either one of their faces if he got back to the tower at midnight and woke one of them up to inform them that they had to do that.

Peter blanched, although his aunt seemed unphased. She just sighed, shaking her head a little. "Go with him, Peter. I'll catch up as soon as I get this taken care of." She picked up the bill.

"Here, let me." Tony plucked it smoothly from her hand, glancing at it briefly and then tossing it down on the table with a fifty on top of it, which was more than double what the bill had cost. "There. Now, come along, and I'll drive you home."

The ride back to his apartment was short and dazed. Peter remembered very little of it, only realizing how long they'd been driving when the car stopped outside the building.

It occurred to Peter he'd never given him the building address, and he hadn't heard May tell him it either. He thought about asking how he knew, but decided quickly that was a question for another day. He wasn't sure if he wanted to know, especially right now.

Tony parked the car on the edge of the road and got out, walking around to open the door for May without a word. It was instinct, by this point; just proper manners. Peter didn't even look at them, hopping out and starting for the door. May started to follow, but Tony caught her arm.

She turned to look at him. "Yeah?"

He held out a hand. "Gimme your phone."

"O...kay." She gave him a strange look, but pulled it out of her pocket and handed it to him.

"I'm giving you my PA's number," he explained without looking up. "In case you would need to reach me." And because anyone with his or Pepper's number in their phone was easily pinged, thus allowing him to keep an eye on her. God forbid something were to happen; but his conscience wouldn't be laid to rest at all until he knew he'd put as many safe guards in place as possible, no matter how ridiculous.

"Oh. Well thank you." She took it back when he held it out, and then he locked the car, letting her lead him inside.

"Are you sure you're okay with this, Ms. Parker?" He had to double check. He'd been pushing them for a decision and they'd made one he hadn't expected. But then, he also hadn't looked into the kid before coming, and he hadn't realized he lived with an aunt instead of parents. He had the feeling there was many things he didn't realize about Peter that he was soon going to find out. Starting tomorrow, if he had any say in the matter. He knew Happy and Pepper would have dug into security on the kid, but he hadn't been privy to whatever they'd come up with, mostly because he hadn't wanted to be.

"Is there a reason I shouldn't be, Mr. Stark?"

Tony blinked in surprise, unsure how to respond to that. "Not… as far as I'm aware of. Most people just aren't so willing to part with their kids on a moment's notice."

"I wouldn't say I'm happy about it, exactly." May pushed open the door to their apartment and stepped inside. "But he's almost an adult, and if this is what he wants to do with his life, who am I to tell him no? Besides, he's a responsible kid, and I trust him. I am going to hope that you're a responsible adult, or that you'll at least let me believe that you are even if you're entrusting that specific bit to others."

The last part was a dig, he was sure of it, and it was surprising but not undeserved. He knew not so long ago he'd had a pretty messy reputation, and suddenly he wondered if the comment she'd made to Peter about good hands was more for the benefit of convincing him to go than because she actually believed it. But if she didn't believe it, then she must have trusted the kid a whole hell of a lot to let him go. "Well, I won't tell you otherwise, then." He stepped further inside, looking around. He pointed down the hallway, silently asking if that was where the kid had went, and May just nodded as she took her jacket off.

Tony went to the boy's room, pushing the door open quietly and stepping inside. He looked around, taking in his surroundings. He had the fleeting thought that Peter wasn't paying any attention and that he could easily scare him if he felt like it, but before he had decided if he wanted to or not his eyes landed on something else and the intention was forgotten. "What the hell is that?"

Peter knew it was probably rude to leave his newfound mentor and his aunt, but he was afraid if he didn't make it back to his room and one of them came snooping he wouldn't be able to pack his suit without being noticed. It was the one thing that really mattered that he get. He couldn't leave it behind - just in case. Even if he'd have to have a death wish to use it around Tony Stark.

He took the stairs two at a time, not waiting for the two adults to follow him. He got into his apartment and nearly ran for his room, having the sense to mostly close the door behind him as he found the nearest duffel bag and then grabbed his baseball bat, moving the roof tile his suit was hidden above. A jump to the ceiling and a fateful toss later, the suit was in his bag, and he felt himself exhale a breath of relief as he touched the ground again. Good. The worst of it was over.

After that, it was just basics. He stuffed as much of his clothes as he could in the duffel and the notebook he kept track of his different experiments and calculations, and then stopped, considering what else to take, if anything.

"What the hell is that?"

Peter whirled, facing the billionaire. "What? Oh." Tony was staring at the hole in the ceiling where he hadn't put the tile back in place yet. His mind whirled to come up with an excuse. That was stupid. "It's broken," he blurted, then internally cursed at how dumb he sounded.

"You don't say." Tony's gaze flicked from the hole to his bag and back to him before shrugging, leaning against the wall. "Got everything?"

"Is there anything specific I need, Mr. Stark?" Peter turned and zipped up the duffel he'd filled, pulling it on his shoulder.

Tony just shrugged. "Unless you've got a specific comfort item or shit, then nope. I can get you anything you need once we get there."

Peter just nodded. Said comfort item was already in his bag. It had been the first thing he packed. "All good."

"Alright. Then let's go."


	4. Chapter 4

**First of all, I just have to say again, WOW. I know of said that once before, but I still cannot express how excited and grateful I am that so many people have taken an interest in this story. As I write this, this story stands at 107 follows and 71 favorites, all in less than five days. That's INSANE. So thank you guys so much for that. **

**Now, I wanted to address this last update but I got so excited to post that I forgot xD I've had a handful of people ask me if this is going to lead into Civil War or where it sits in the timeline, and from my mindset, this is a complete AU, so no. It will not lead into CW or any of the canon events. If you want a story that follows canon, the Spider-Man is where to be for that (and the intro to CW is actually going up TODAY, as soon as I'm done here).Tony has had some of his past experiences, although admittedly I haven't sat down and catalogued out how much would have happened before this story takes place because it's not going to be relevant, at least as far as I know right now. Also, a few people commented that Peter wouldn't be 17 as a sophomore. If you look again, May says (or at least she was supposed to, I may have typoed, it happens) that he's ****_almost_**** 17\. And it's entirely normal to be right around 16 at the end of one's sophomore year. **

**With that out of the way, I just want to say a huge THANK YOU again to everyone! And also that I can't keep up with posting every single day if the reviews keep coming the way they are, so since there's a hundred and some of you now, I gotta bump the early update number to 20 xD sorry folks. If the number keeps growing I may have to bump it up again, but for now, that's where it is. So... I hope you enjoy, and... GO! ;)**

Saying goodbye to May was weird. Almost surreal. She gave him a long hug and made him promise to call at least every other day, then turned to Tony and gave him a stern look. "Take care of him."

Tony nodded, giving her a mock salute. "Scouts honor." He looked at Peter. "Ready, kid?"

"As I'll ever be." He didn't know what else to say.

"Alright. Out we go then." Tony turned on his heel and stepped out of the apartment. Peter followed, waving one last time to his aunt before the apartment door closed behind them and she was gone.

They walked the few minutes to the car in silence. Peter's stomach was doing somersaults the whole time. This was the first time he'd actually been alone with the man, and his nerves were suddenly through the roof again.

Well, technically it wasn't the first time. They'd met once before, but that was Spider-Man and Iron Man, not Tony Stark and Peter Parker. Tony may have been the same in and out of his suit, but Peter was not. And the key difference was that Peter didn't want his identity to be revealed, even - or perhaps especially - to Tony.

Maybe that was why his nerves were through the roof. Even though they barely knew each other, it felt like he was lying by not telling him who he was, knowing that they had met before in different circumstances. But he couldn't fathom just randomly bringing it up in conversation, either. Besides, Tony was just intense to be around. And he couldn't decide if he should be scared of what would happen if he found out or not. He didn't seem like the type of person you wanted to make angry; but he did seem like the type of person who would be angry if they found out information had been withheld from them.

Tony's voice snapped him out of his thoughts. "Don't."

Peter's head shot up. "Hm?" Out of habit, he had opened the back door to the car and tossed his bag in, and was about to slide in himself when Stark spoke.

"You can ride in the front, you know. You're a big kid." Tony raised an eyebrow at him over the car, then slid into the driver's seat.

Oh. He was so used to riding in taxis that he hadn't even considered that. Shrugging a bit, he left his bag in the back and closed the door, then got in the passenger seat.

He could feel Tony's eyes on him, waiting, as he settled in and put his belt on. Hardly waiting for it to fully click, the billionaire spared a brief glance in his mirrors to confirm he was clear before flying into the street.

Startled, Peter gripped the armrests on either side of him to steady himself. Holy shit, he drove like a maniac! He had to close his eyes and steady himself a bit to be sure he wasn't going to either throw up or say something stupid.

When he opened his eyes again, he could feel that Tony was looking at him. "What?" His tone came out sharper than he'd intended, but his heart was still beating pretty fast in his chest.

"Don't throw up in my car, kid." Maybe not the best response, but the intentions were good in saying something. He was less worried about the vomit itself than why the kid looked that way. "You alright? You can't be having second thoughts already."

"About the internship? No. About riding with you instead of walking? Maybe a little." Still holding on to the armrest for dear life with one arm, he brought the other up to run through his hair. "With all due respect, sir, you drive like a maniac." _At least you do now that my aunt isn't in the car. _

Tony chuckled, seeming to guess his unspoken thought. "We weren't going near as far and it wasn't near as late. No point in trying if I couldn't even get to full speed before we stopped again. Anyway, are you going to keep calling me that every time you speak to me? Because I was fairly certain I'd told you to cut it out." He wasn't a huge fan of being called "Mr. Stark" - in his mind, that was his father - but he also really hated being called sir. Especially repeatedly. With the exception of very few circumstances, most of which involved him and women and things way too inappropriate to tell the kid.

Peter just shrugged. "I don't know what else to call you, Mr. Stark."

He suddenly realized he didn't know what he wanted him to call him either. Typically he insisted anyone close to him call him his given name, but they definitely weren't there yet. "I don't know. Call me… boss, or something. Anything is better than that. You're a smart kid, you'll figure something out." He paused, glancing over at him again. Whether it was nerves or something else entirely, he didn't seem to want to talk much. He gathered from what he'd seen of him - at dinner with his aunt, talking to Miss Potts, their interactions at the interview - that Peter not talking much was a rare thing indeed, but he wasn't good enough with discerning emotions to be able to tell exactly why, and thus didn't know what to say to fix it.

See, this was why he didn't deal with kids. They were too moody and complicated - teenagers especially. He sighed. Fine. The kid would come out with it in due time. Either that, or their time together would be mostly occupied by music to fill the silence.

Speaking of which… Tony reached out and turned on the radio, turning it up loud enough to do exactly that but leaving it low enough that he could still hear the kid if he said something.

Peter had little intention of saying anything, in truth. It occurred to him that if he hadn't spoken so little to Tony when they'd met before, he'd have been busted before he could walk out of his office that first day. He did have some self preservation instinct, then. But every time they spoke now, it was a risk of jogging Tony's memories. Especially when they were alone. Especially if he moved too fast or grabbed something too hard - like the armrests he was carefully monitoring his grip on - or worse, snapped at something that overloaded his heightened senses, like the fact that driving this fast was enough to upset his stomach because he could genuinely sense how fast they were going and everything they were passing and it was just giving him general motion sickness, or that damned music that Tony had turned up and he had to concentrate on not making a face at the intensity of. He liked Led Zeppelin, but right now, it was just too much for him.

His grip tightened on the armrest, and his heightened senses managed to pick up on the slight crack before he could damage the armrest enough for it to actually snap. He forced his grip to relax, taking a deep breath and turning his gaze out the window. Logically he knew he couldn't avoid talking to him forever, but he would still have to be careful.

Hearing his intake of breath, Tony glanced at him again, turning the radio down a little bit so he didn't have to yell over it. His driving couldn't be bothering him that badly, surely? "You do realize I fly through the air in a metal suit at speeds five times this, don't you?"

Peter managed to make himself look at him, and he had to admit he was surprised at the mild tinge of concern he saw in his eyes. "This isn't your suit, Mr. Stark. It's not made to withstand the damage, and there's no AI here to cover our asses."

He saw Tony's eyebrows shoot up, and he regretted the words as soon as they were out of his mouth. Was the AI in Tony's suit even common knowledge? _Shit_. Maybe he actually didn't have any preservation instinct.

"How do you know so much about my suits?" Tony found he wasn't really alarmed as much as curious to where he'd gotten his information.

"I…" Peter fumbled for a response for a moment. "I'm just an admirer of it. Most of the details about it can be found as a matter of public record. Witness reports and such. Plus, I wasn't entirely sure what I was going to be required to do so I did a little research in the case I actually got the job." It wasn't all exactly untrue. Most of the details he'd said could be found in old police reports, and he actually had done some research into his suit in the past. It just wasn't recently.

"Hmm." Stark didn't say anything, and Peter let his gaze wander back out the window, knowing his face would be what gave him away under pressure. Tony's face, on the other hand, gave nothing away, and he had no idea what the elder man was thinking. He only hoped that that was a true enough sounding excuse. If he pressed…

But, whatever Stark was thinking, he didn't share, and he didn't press him for more details, either, much to his relief. The rest of the ride to the tower passed in a blur, as they were both lost in their own thoughts.

When Tony finally pulled into the garage - tires squealing as he slid into a parking spot at high speed - Peter couldn't get out of the car fast enough. Minding his strength, he quickly threw the door open and hopped out, leaning heavily against the car and trying to get a handle on the sensory overload and his motion sickness before Mr. Stark could get out and notice.

He had all of about two seconds to regulate his breathing before Stark shut off the car and got out. He could feel the elder man's eyes boring into him again immediately, and he quickly turned, opening the car door and grabbing his bag out. When he straightened and closed the door again, Stark was still waiting, looking at him like a puzzle he was trying to figure out. "Ready?" he asked him. Peter just nodded, and Stark motioned for him to follow, so he did. They walked to the far end of the garage and got in an elevator. "Jarvis," Stark said suddenly, and Peter jumped, but quickly realized he wasn't talking to him. "Is Pepper asleep?"

"Checking," the robotic voice of the AI answered into the elevator. A moment later, it spoke again. "She appears to be. Would you like me to wake her up?"

"No. Leave her sleep. I guess she'll just find out in the morning." Tony sighed. It wasn't worth waking her up, even if the look on her face would probably be priceless. The elevator stopped, and he glanced back at Peter again. "Alright. Come on. I'll show you where you're sleeping for the night."

Peter nodded, following him out and looking around. So the AI that was in his suit was the AI that powered everything around them as well? He couldn't help but find it fascinating.

Tony walked through most of the floor without paying any attention to his surroundings - he did live there, after all. Peter, on the other hand, took everything in, so much so that when Tony stopped he almost walked right into his back. Thankfully, he caught himself, and the elder man either didn't realize or was ignoring how close he'd gotten. He unlocked the door they'd stopped in front of and pushed it open. "Here you are, home sweet home. Now I gotta be in California for a meeting by one, their time, so we need to arrive a bit before that, so we'll be leaving here for the jet at eight am sharp. I don't care if you get up at five til so long as you're in the kitchen and ready to leave on time. Got it?"

Peter nodded. "Will do, Mr. Stark."

"Alright. Goodnight, then." Tony left without another word, heading down the hall to his quarters.

Peter stepped inside the room, closing the door and looking around slowly. He'd just made his way over and flopped down on the bed when a blue light suddenly winked on, and a holographic scanner ran over him without warning. Oh. So the AI was installed in every room of the house then. That was interesting.

He found it a lot less interesting when the AI suddenly spoke again.

"Scanning complete. Welcome to Stark Tower, Spider-Man. I'm pleased to see you've recovered from your previous injury."

Peter froze, then bolted up. "What did you just say?"

"Your injuries have all healed since the last time we met, Mr. Parker. Or should I scan again to be sure?"

"No! I just... " It was AI, it was a computer; how did it know? "How did you know?" He couldn't make his voice go above a whisper.

"If you recall, Mr. Parker, Mr. Stark had me scan you for injuries at the sight of your last encounter. My database has records of your height, weight, facial structure for facial recognition-"

This was too much. "Okay, I get it, thank you. Does Mr. Stark know?" He couldn't know. Surely he would have said something as soon as they were alone if he did, right?

"Not to my knowledge, Peter. Would you like me to ask him?"

"_No_!" He stopped, making a conscious effort to control his voice. "I would very much appreciate it if you didn't tell him."

The AI was quiet for a minute, as if calculating if this was possible. Apparently, that was exactly what it was doing. "Lying is not an ability within my programming, Mr. Parker. I shall have to alert Mr. Stark in the morning, as he has set his room to do not disturb protocol at the moment."

"No! It's not lying, honestly! It's only lying if he asks you and you tell him that I'm not the Spider-Man. Yeah? Check the definition." He sounded desperate, and he knew it. It was a wild thought, telling Jarvis to check the definition, and he wasn't entirely sure what he was hoping to accomplish. Well, he did, but he didn't really know if it would work.

Again, that half-second pause as the AI calculated. "Definition of lying: the act of telling a lie. Definition of lie: an intentionally false statement."

"See? It's only a lie if he asks."

The AI considered this for a moment. "Indeed, what you are saying doesn't mesh with the direct definition of a lie. I shall tell him only if he asks, then."

"Thank you, Jarvis." Peter flopped back on the bed, putting a hand over his chest. For a split second, he had worried he might have a panic attack. And he honestly had no idea why. Some part of him really thought that Stark would be mad if he found out that he was Spider-Man, and he honestly wasn't entirely sure why. Because they'd met before? Because he was deceiving him the same way he did everyone else? Because it made him feel as though he knew something Stark didn't and he was afraid he wouldn't like that? Because it made him seem as though his interest was more in him as a hero than as seriously wanting to learn from him in a business aspect?

He just wasn't ready to tell him yet. He'd brought his suit more as a comfort than anything, knowing that he couldn't really use it in these circumstances or Stark would figure him out for sure. It was good to know he had it, though. Stark had called one thing right without even realizing it - it was like a comfort object to him.

Sighing, he laid back in the bed for a moment and stared at the ceiling. He knew he should get up, maybe shower, at least change into some pajamas, but he just couldn't bring himself to get up again. After Jarvis had scared the living daylights out of him on top of everything else, he was just ready for bed.

He just had time to think that he would never fall asleep after all the excitement and nerves of the day and the ones that were still roiling around in him before he conked out.

**I forgot to add this when I originally posted this chapter, but I'm going to add it now because I don't want to wait because I forgot again. I want to give a HUGE thank you to mischiefiswritten for not exactly betaing all my Marvel stuff but helping me with plot and characterization and just generally when I'm not sure of myself. All the things I have in store from this story have only developed as well as they have because of her help, so thanks again, and check her out on tumblr if you're interested!**


	5. Chapter 5

**So, brief note: this chapter is a monster of almost five thousand words because once I got started with it I just couldn't find a good place to stop. Even where I eventually did end it may feel kind of abrupt, but it would have been at least another two thousand if I had kept going to where I had intended to, so yeah. Speaking for myself, I like longer chapters, but you also need more time to read them, so yeah, sorry. **

**Once more, big thank you to everyone reading, following, favoriting, etc, and I hope you all enjoy! 3**

Tony had a hard time falling asleep that night.

He didn't know why. His thoughts were just all over the place. Pepper, what to tell her, _how _to tell her, if she was still angry, the kid in the room down the hall, the fact that he genuinely had no idea how to be a mentor or what he was going to do with him, whatever the hell was going on in California that Rhodey refused to tell him over the phone… He felt like things had suddenly just spiralled way out of control again, and he had no idea why.

Everyone and everything that mattered was still in this building with him right now. He just had to stay calm and make sure he protected it.

Still, it was a long time before he slept.

He woke up later than he intended to. He wasn't late, exactly; he still had an hour and some left before they had to leave for the plane, but he'd wanted to get up early enough to find Pepper and Happy and tell them what he'd done. He wanted to do it before the kid got up and gave either of them a shock or Happy did something crazy since he didn't know he was supposed to be here.

Those plans were foiled almost immediately. He'd taken just enough time to get dressed - casually, for now, in jeans and a Metallica shirt - and do all the morning essentials before heading out to the kitchen for coffee. Then he realized it was too late.

Peter and Pepper were both sitting at the breakfast bar, eating. He noticed Peter chatting away happily with his PA and suddenly was struck by the thought that he either must be really comfortable around Pepper, or just really uncomfortable around him.

Pepper noticed him first, since she was sitting on the side her back wasn't to the door. She glanced up and stopped mid sentence, her eyes widening slightly as she stood up. And… was she blushing? He could swear she was blushing.

"Ah… what's going on here?"

Peter had woken up bright and early.

He always did, with or without an alarm. Since being bitten, it was like his body could run forever with only a few hours every night. That wasn't the least of the changes; he slept less, had freakish-level senses, was insanely strong, quick, and flexible, healed at a crazy rate, and he could sense danger coming the instant it seemed to fix itself on him.

There was only one catch to all this that he'd discovered.

He needed to _eat_. Like, a lot. All the time. Most teenagers ate a lot, but he took it to a whole new level. If one normal teenager could eat some an insane amount, Peter could probably ate that much times at least four. And still be hungry.

It was a bit of a struggle, honestly. Since he'd been bitten, he could honestly say from the moment he'd discovered his newfound powers and started using them, he'd never felt full once. It was less of a thing where he was, say, constantly starving and uncomfortable, and more of a thing where he had yet to eat so much that he reached that truly full feeling, where he was so stuffed he couldn't eat another bite. He could still eat a normal amount of food and be fine; but the more he ate, the better he felt. It was like his body absorbed everything he put into it.

So, of course, his first thought when he woke up was for food. But, it was five in the morning, and he wasn't even sure he was supposed to be up and about without Mr. Stark, so he decided it was better if he waited a bit, and decided to take the opportunity to shower and get ready for the day instead.

Even as long as he managed to take showering and making himself presentable (and he really did try to kill time doing so), he was done and ready for the day by six. Sighing a little, he decided to brave going back out to the kitchen and seeing what he could find.

Using every bit of stealth training he'd had - self taught, mostly, but it was still training - he crept from his room out to the kitchen, his bag over his shoulder, remembering the path easily. When he got there, though, he stopped dead in his tracks.

Somehow, Miss Potts was already there, sipping a cup of what he assumed was coffee and looking at something on a tablet in front of her. Geez. Did she ever sleep?

He was sure he hadn't made a sound when he stopped, but she must have sensed his eyes on her, because she looked up suddenly and froze with the coffee cup halfway back to her mouth.

Peter ran a hand through his hair, feeling a bit sheepish. "Uh… hi."

"Mr. Parker." She stared at him for a moment as if not quite believing what she was seeing. "What are you doing here?"

"Um… Mr. Stark came and picked me up last night. He said the internship was mine if I wanted it but I had to come with him right then because we had to leave this morning." He bit his lip. "He, uh, wanted to tell you last night, but you were asleep when we got here."

She said nothing for a long moment, her brow furrowing while she tried to make sense of what he was saying. Suddenly she set down her cup of coffee and shook her head. "Oh, _Tony_. Of course you would…" She sighed, tucking a lock of hair behind her ear. "Well, I apologize for the abruptness and however abrasive he probably was with you last night. That's my fault. But I am glad your here." She offered him a small smile, standing up. "Please, come sit. Can I make you anything to eat?"

He realized he was still standing in the entrance to the hallway, having stopped in place. "Oh, uh…" He moved up to the bar, setting his bag down on a seat at the end. "You don't have to do that, Miss Potts. Just cereal is fine with me."

"Okay. What kind of cereal do you want? We have…" She walked up to a cabinet and opened it. "Frosted Flakes, Lucky Charms, Raisin Brain, Coco Puffs, Cheerios…"

"Cheerios are good." He liked them all, but he did make a conscious effort to gorge himself with semi-healthy food, at least. Lord only knew where it all went in him, and too much unhealthy food was enough to make anyone sick. He didn't necessarily turn down anything unhealthy, but he did try to at least make sure one meal a day was supposed to be good for him.

"Good choice. I prefer the more plain cereal myself." She pulled out the box and slid it across the table to him, then grabbed a bowl and spoon and set it in front of him. "I'll grab the milk. Do you want anything else to drink? Water, juice, coffee, anything?"

"Orange juice would be great, Miss Potts." He took the box, opening it and filling up the bowl. "Thank you." He took the milk when she set it in front of him, filling it almost to the brim and setting it down again.

"Of course." She set the glass in front of him and sat back down across from him. "I half-expected you to say coffee, admittedly."

"Oh, no. I don't do coffee. Only in dire circumstances, and even then, I only drink decaf." He'd tried it once since becoming Spider-Man, and the experience could only be described as being akin to having too many energy drinks. It hadn't been a good feeling, and he hadn't slept for two days afterward.

"Smart boy." Miss Potts smiled at him, taking a drink of her own and picking up her tablet again. "Well, I drink a lot of it, but I need the caffeine. There are days I don't think I could do this job without it."

Despite himself, Peter had to smile. "I can see why working for Mr. Stark would be a lot to handle. He has a lot going on, doesn't he?" He took a bite of his cereal.

"He certainly does. And he'd never accomplish any of it if I didn't follow him around and tell him to." He made a poor attempt at covering a laugh, and she looked up and smiled. "Which is why working _with _him is almost harder than working _for _him."

Peter wasn't sure if it was safe to reply to that, so he took a slight change of direction. "What is it exactly you do for him, again? I know you do a lot. You don't have to tell me, I'm just… curious," he added at the end, wondering if prying for details was overstepping.

"It's alright. I'm his personal assistant, so I basically do whatever he needs me to. Tony being how he is, that means everything from micromanaging his business and schedule to things like cooking and occasionally taking out the trash."

Peter stopped inhaling his cereal long enough to take a drink, looking at her. "That sounds like a lot. Why do you do it?"

She glanced up at him. "Somebody has to, and he has a tendency to let things slip through the cracks if I leave him to doing it himself."

"No, I know, but still. Really, why do you do it? Is it just because it pays good, or…?" He stopped, not wanting to directly ask if there was something between her and her boss. It seemed kind of rude to imply, and he wasn't sure if she'd take offense.

She seemed to sense was he was thinking, though, and she just smiled a little. "It does pay good, yes, but you have to understand, I've been working for Mr. Stark since before he was the man you see today, before he was ready to take over his father's company and all the responsibility that comes with it. And I knew coming in I would have to share that responsibility, and help him a lot, and I am fine with that."

"So… it's because you care about him?" Peter blurted, then put a hand over his mouth. "Sorry, was that rude?" He hadn't meant to sound so surprised.

She just laughed, looking a little awkward as she looked back down at her tablet. "I do care about him, Peter. Believe it or not, he's as shallow as he may come across on the surface once you get to know him better. But that doesn't mean I'm pining after him, either, if that's what you're trying to ask." She looked down at her tablet again. "It wouldn't really matter if I was, anyway. He makes jokes, of course, but it's fairly obvious he has no serious interest in me, so I've never even gone done that path."

"What makes you think that?" Peter took the box, refilling his bowl of cereal.

"Let's just say it's not the first time I've woken up to someone else being here that I didn't know about." She glanced at him, waiting for the comment to sink in.

Peter stopped, frowning. Then he understood, and his eyes widened a little before he went back to his cereal. "Oh."

"Yes, oh. Anyway-" She looked up, opening her mouth to say something else and stopping abruptly. Peter was about to ask what she was going to say when he felt his sixth sense tingle and knew someone else had entered the room. Based on the flush coloring her cheeks, he could guess who it was before he even spoke.

"Ah… what's going on here?" Stark had appeared in the doorway behind them.

Miss Potts was on her feet in an instant. "We were just having breakfast. Apparently Peter here is also an early riser."

Tony waved her off, silently telling her to sit down and he'd get his own coffee as he made his way over to the pot. "Apparently." He poured himself a cup, turning around and looking at the two of them. He was still mildly suspicious as to what was being said - he was _completely _sure that Pepper had blushed when he'd entered the room - but it was too early and he hadn't had enough caffeine to start prying into it already. "I had intended to tell you he was here, but apparently he beat me to the punch." He raised an eyebrow, taking a drink.

Peter looked down at his cereal, unable to hold eye contact with him for very long. He wasn't quite sure if he was being scolded or not, and then there was what had happened with Jarvis last night… He quickly took another bite, willing himself not to think about it. Only time would tell if the AI would give him away or not.

Pepper shrugged, her eyes back on her tablet and whatever she was working on. "It doesn't matter. I'm just glad he's here."

Tony exhaled a small breath. By her tone, he could tell he was forgiven - or at least she wasn't furious with him anymore. That was all he could have hoped for. "Me too," he murmured absentmindedly, taking another drink of his coffee.

Peter looked up at that, surprised, but quickly wiped the look off his face and went back to his food. It took little time for him to finish his second bowl, and he decided it was best to stop there. He was fine, and he used to having to control how much he ate. If he ate as much as he was capable of, May would have to go grocery shopping every other day. He had a feeling even the billionaire's fridges weren't full enough to keep the same thing from happening, even if it wouldn't draw more attention to his abnormalities.

He drank the milk from his bowl, then finished his orange juice, getting up to put them in the sink. He could feel Tony's eyes on him, but he wasn't prepared for the elder man to stop him as he went passed.

He felt his hand on his arm and froze, looking up at him slowly. _Shit_. Did Jarvis actually tell him? The thought occurred to him suddenly that maybe the AI could lie, just not to Tony, and it was entirely possible he was supposed to report if something like what had occurred last night happened.

In truth, Tony was just watching him and Pepper and noticed the kid eyeing the box of cereal like he was thinking of eating another bowl before giving a slight shake of the head, almost to himself, and getting up to put it away. He didn't like the idea of him not eating enough, especially when there was no reason for it. Maybe that was why he was the size of a wheat stalk.

He'd reached out and grabbed his arm without thinking, and he felt the kid stiffen in his grasp. It suddenly occurred to him that maybe he wasn't talking as much to him because he was scared of him. But that was ridiculous… right? He was a superhero. Why would he be afraid of him?

The kid's voice called him back to reality. "Mr. Stark?" His voice was quiet.

Tony blinked, refocusing on him. "I… you can eat until you're full, you know." He met his eyes, raising an eyebrow. "You're a growing boy. I knew that when I offered you the internship. So don't be shy."

"Oh." Peter flushed a little, surprised he'd noticed. Of course, the man was a genius; he was bound to be more observant. He'd have to be more careful. "Thanks, Mr. Stark. But I'm good, I promise."

He nodded slowly, letting him go and watching as he put the dishes in the sink and the cereal back in the cabinet before returning to his seat. Now that the thought was in his head, he couldn't get it out. Still, it didn't make any sense to him. Why would the kid have applied for an internship with him if he was afraid of him? And what would he have seen or heard that would make him afraid of him anyway? He'd have to do some research on himself, see if he could discover something that he might have come across to put negative thoughts in his head. He could be mean when he had to be, sure, but mostly he thought of himself more as snarky and sarcastic.

Pepper's voice snapped him out of his thoughts. "Ideally, we should leave in ten minutes or so, if you're both ready."

Tony started and checked his watch. Time was going by fast this morning. "Ah. Well, I'm ready whenever."

"For once," Pepper muttered, and he mock-scowled at her, but couldn't keep a small grin off his face.

"Yeah, yeah. It's my plane, it waits for me."

"Unhappily, but it does."

"Still does, doesn't it?"

Pepper just shook her head, not even looking up from her tablet. "You're insufferable."

"But you love me that way." He finished his coffee and put the cup in the sink. He heard a quiet snort, and when he turned back around, he caught a glimpse of Peter trying to hide his smile behind his hand. He smirked and winked at him, to which he offered a small smile back before looking away. _Better, but still a weird response_.

"I don't know about that. I just know if I don't put up with you, no one else will, and you definitely need somebody to, because you'd forget your head if it wasn't attached." Pepper stood up. "We should get moving."

Tony scoffed, straightening up. He opened his mouth to shoot off a witty retort, but quickly reconsidered, feeling Peter's eyes on him. "I… resent that statement, but am not going to respond, because the kid's aunt might kill me if I said what my immediate thought was right now."

Pepper just shot him a dirty look, tucking her tablet under her arm and heading for the elevator. Tony turned back to Peter, who was still trying to keep from grinning. He just winked at him, then jerked a thumb towards the elevator. "Let's go kid, before she gets really grumpy."

Peter nodded, grabbing his bag off the floor and putting it over his shoulder again before following Miss Potts to the elevator. Tony was close behind, studying his back as he tried to reason out what was going on inside his head. Sometimes he really wished he could design a mind-reading interface. Probably could, if he tried hard enough.

They stepped into the elevator, and Pepper hit the button to close the doors without a word. She glanced at Tony, surprised that he hadn't made some kind of follow-up comment to earlier, and realized he was studying Peter intently. She could almost see the gears turning in his head. Sighing, she nudged him in the ribs with her elbow, making him start and tear his eyes away from the kid to raise an eyebrow at her. She gave him a silent look.

Before either of them could say anything, the elevator started moving. This wouldn't normally have stopped them, except they both caught Peter's sharp intake of breath at the motion. She saw Tony's head snap up, but stepped in before he could speak. "Peter? You alright?"

He seemed to remember there was two other people in there with him all of a sudden. He looked up, nodding slightly and crossing his arms. He knew if he held on to the bar he could grip it too hard. "Yeah, uh, I just… not always the biggest fan of elevators. I almost died in one once, so…"

In actuality, he'd saved an elevator from falling during a power failure when one of the workers had accidentally sent it plummeting by repowering the wrong function. It wasn't a fun experience, especially when his strength failed him and he went plummeting headfirst down the elevator shaft. Thankfully everyone had gotten out first.

"That's awful," Pepper said gently, putting a hand on the boy's shoulder.

Peter shrugged, taking a small breath. "It was a little while ago. I just… sometimes I'm okay, and sometimes the memory hits me really hard." Times like now, when the thought had occurred to him that if something happened right now, suit or no, he couldn't do anything to protect them without giving himself away. Despite the hypothetical situation, he wasn't sure which option scared him more.

Stark's face was drawn together in thought as he tried to recall if he'd heard of what he was talking about. "That was last year, wasn't it? You were there?"

"It was this school year that just ended, technically, but it was last October, yeah." One of his earlier appearances as Spider-Man. Probably why it had come so close to being a disaster. "School field trip," he added.

Stark nodded. "Ah. Makes sense."

The elevator stopped, and Peter stepped out first, taking a breath of relief, glad to have his feet back on solid ground.

They made it all the way to the car and had gotten settled in - Peter in the back, of course, and he had to wince when Stark slid in beside him, letting Miss Potts have the front beside Happy, who had already been waiting for him.

He had just started to relax when Stark asked from beside him, "It was that Spider-character who saved you, right?"

_Shit_. He'd thought this conversation was over, and he hadn't expected him to even know about it, let alone enough to remember that. He felt himself tense, then forced himself to relax, knowing Stark would notice, especially in this close of quarters. "Spider-Man. Yeah." He didn't even remember his name. _Of course_. He couldn't decide if that was good or bad. Maybe he didn't even remember-

"I met him once," he continued thoughtfully, shutting down Peter's train of thought immediately. "Nice enough. Incredibly talented. Those webs are something else; I'd love to know how he made them. A little impulsive, though. Too quick to throw himself into unnecessary danger."

Peter was flushing with pride and trying to hide it, right up until the last sentence. "What do you mean?" His tone came out sharper than he intended.

Stark looked over at him and raised an eyebrow. "I mean exactly what I said. From what I've observed - both in the news and from my personal experience - he throws himself into danger without a second thought, whether there's a more logical way to handle the situation or not."

"I don't think putting yourself in danger to save someone else is ever unnecessary, even if there are "better ways" to handle it," Peter argued, putting air quotes around the words. He knew he probably was getting angry and defensive over what would appear to be absolutely nothing to everyone else, but the comment hit home. It was exactly the type of thing he was afraid May would say if she found out. _There are people who are paid to do this stuff and put their lives in danger. You're not one of them. Leave it to them. Leave it to the real heroes. You don't know what you're doing. You're not qualified. _"And while your first thought in battle may be for your life, Mr. Stark, not everyone thinks that way."

He suddenly realized everyone in the car was staring at him. Even Happy was sneaking glances at him through the rearview mirror. Pepper's eyes were wide as saucers, and Stark was just staring at him like he'd never seen him before, his mouth slightly opened from whatever he had been about to say before being shocked into stopping. Then his mouth snapped closed, and his eyes narrowed. _Shit_. His heart started pounding immediately, and he knew he was about to get laid into.

"Tony, don't…" Pepper started, but stopped when he shot her a look, holding up a hand to stop her.

When she'd stopped talking completely, he turned back to him, his face impassive. His eyes had turned cold, but if he was truly angry, he knew how to mask it carefully enough for Peter to not be able to tell. "First of all, kid, you shouldn't talk about things you can't _begin _to understand. Second of all, while no, my first thought in battle is _not _always myself, you have to make sensible decisions to keep a disastrous scenario from becoming worse. And if I go and put myself in a bad position or get hurt because I wasn't thinking clearly enough to make a sensible decision, many more people will get hurt than the one that I perhaps didn't get to in time because I had to make a smarter decision. And if I do recall correctly, even in your scenario, he reacted too impulsively and got himself hurt. The news was reporting him as presumed dead the week after from disappearing after falling down the elevator shaft." He quirked an eyebrow at him. "If he had the slightest inkling of what he was doing, that wouldn't have happened."

"Yeah, well, maybe he doesn't have a very good teacher," Peter murmured, but he knew the argument was lost. _Or no teacher at all. _Only the influences of heroes he'd admired from afar, and he was starting to rethink that approach after this talk with Tony.

Stark just scoffed slightly, turning back around in his seat. "Well maybe he needs to find one before he gets himself killed."

He knew he should shut up. Stark had made good points whether he liked it or not, and if he kept talking, he may as well just unzip the bag and show him his suit now. But his mouth didn't quite consult with his brain before speaking, apparently. "You said you met him once. I don't see you offering."

Stark's eyes snapped back to him again, and he swallowed thickly. _Shit, Peter, why can't you just shut up?_ "Well," Stark said slowly, as if he'd never considered it before. "Maybe next time I will." Then he turned to look out the window, and just like that, the conversation was over.

Peter let out a breath of relief, barely audible except to his own ears. Then he suddenly realized what he said. _Next time?_


	6. Chapter 6

**Hey guys! I just wanted to say again huge thank you for all the love and the wonderful follows and favorites and everything this story has been getting! 150 followers and 101 favorites: WOW. That's all I can say. You (and some of your precious reviews) ****are all my motivation to keep going. Also I'm about two chapters ahead on this story and we're finally starting to get in to some action, so be ready for that! Thanks again, and I hope you enjoy!** :D

The rest of the ride to the plane was silent. They all loaded on without a word, the tension from earlier still clearly not dissolved, despite the end Tony had put to their little… argument? Discussion? He wasn't even sure what to call it.

As they boarded the plane and settled in, Tony was still watching Peter, unable to shake the conversation from his mind. It had been unexpected, to say the least. He had acted like he was trying not to talk too much to him before, but oh boy, mention Spider-Man and the kid was on a roll. He wasn't even really upset about what he'd basically accused him of - at one point, it had probably been true - but more curious as to why he'd reacted so strongly to it.

Was it because the Spider-Man had saved his life? He really wasn't bashing on him; it was a simple statement of fact, looking at the experiences he'd seen and had. In fact the only reason he knew so much about what had happened was because at one point, shortly after their meeting, he'd been trying to see if he could track him down. More important things had come up and his work had been abandoned, for a while, but… He looked back over at Peter, who had taken a seat a few rows ahead of him on the plane. Maybe it would be worth taking a look at again.

Maybe the weirdest part of the conversation, though, was the fact that it had solidified, in his mind, that the kid held at least some kind of fear of him. The way his face had morphed from borderline anger to fear the moment he'd realized what he'd said was unmistakable, even for someone as bad at taking emotional cues as Tony. Maybe that was also why he'd gone so easy on him instead of laying into him the way he might have if it had been somebody else.

Peter had indeed been afraid for a minute there, although his initial panic after the conversation had slowly started to wear off. The "next time" comment had been enough to throw him into a good tizzy for a few minutes, though. Had Stark been watching him, looking for him? Why would he be, especially if he thought so low of him? Well, maybe not low, exactly - he'd said he had skills, but he'd also called him impulsive and basically borderline dangerous to work with, so why he would ever even consider wanting to run into him again, Peter had no idea.

He chewed it over for a good few minutes, keeping his mouth shut now as they boarded the plane and took seats. Even his awe at the luxury around him wasn't enough to dare make him say anything. He settled into a seat - not quite as far away from Stark as the plane would allow, but a few rows away - and tried to calm himself down. There was no point in stressing over it now. He'd said what he'd said, stupid or not, and Stark would either figure him out in time or he wouldn't.

The problem was once he started to calm down from that, reality set in again, and he suddenly realized where he was. He was in a _plane_. There were reasons he'd never been in a plane before, and it was more than just the fact he and May didn't really have any place to go that they had to fly to get to. His parents had died in a plane crash. Since then, May couldn't do it, and Peter had never had any desire to either.

Never having been on one before, he'd thought he could handle it, that he'd get on and realize it wasn't so bad. Now he wasn't so sure.

His enhanced senses didn't help. He could hear _everything_, from the roar of the wind outside to the creak of the engine as it started up. And he had no idea what any of it was, logically, never having been on one before, and that was almost enough to set him into a panic attack.

He closed his eyes, trying to focus on his breathing again. This wasn't so different from feeling trapped in the elevator, although at least there he knew where to shoot to grab on to something with his webs if need be - there would be walls all around him, and he knew so long as he had his webs he wouldn't fall to his death. Up here, though, in the open air, there was nothing. Even if he jumped out if something were to happen, what was he supposed to grab on to, clouds?

"Peter?" Pepper's gentle voice broke through his panic. "What's wrong?"

"No-...noth-" he couldn't even finish. He didn't realize he'd started to hyperventilate until he tried to speak and couldn't get a complete sentence out. He was hugging his knees to his chest, and Miss Potts had appeared beside him without him even realizing it. How had she snuck up on him so easily?

He heard Stark's voice almost from far away. "Potts? What's going on?"

"Nothing. I'm just talking to Peter," she called back, and a shudder of something like relief went through him. If he had been able to breathe, he would have told her how grateful he was. Then her attention was back on him, running her hands through his hair gently and leaning in to speak quiet enough Tony wouldn't hear. "What's the matter?"

What was wrong? It was obvious to him now that he was having an anxiety attack, and he guessed that that wasn't what she was asking. And logically, there was only one reason that he would be. "My parents died in a plane crash," he managed to choke through gritted teeth.

"Oh, Peter." She pulled him against her, cradling his head against her and holding him close. "Listen. We've used this plane a hundred times. The pilot knows what he's doing and if I know Tony at all there's at least six backup plans for if this thing were to go down. Okay? Nothing is going to happen to you. Just breathe with me. In, out. Match me."

She held him close and coached his breathing for the next few minutes until he had relaxed sufficiently and settled his breathing back into rhythm. Only when he'd been calm for a few minutes did she pull back, still keeping an arm around his shoulders. "Better now?"

He nodded, flushing slightly from embarrassment. She must think he was a fool _and _a baby now. "Thanks," he murmured, looking down. "Sorry about that."

"Don't be. You're not the only one who has anxiety attacks, you know." She smiled her gentle smile at him and stood up. "I'll just be a few rows away if you need anything, okay?"

Peter just nodded, still slightly mortified but closing his eyes and trying to relax anyway. He knew the flight would be several hours and the best thing for him was just to sleep, so he put his headphones in and tried to do exactly that.

Tony hadn't been able to see what was going on over the rows of seats between them, but when Pepper stood up and came towards him, the look on her face said there would be hell to pay for whatever it was.

He didn't even wait for her to open her mouth before waving her on. "Whatever it is, out with it, Potts." He took a sip of his drink. It was just water, unfortunately, but between the kid a few rows away and the meeting he had to attend, he'd decided it was best not to even get started drinking. Now he was wondering if that was a good decision. He knew that whatever she was going to say, she'd probably been holding it in since this morning, waiting for a moment that the kid wouldn't hear.

"Look, I know you did this to try to make me happy," Pepper told him bluntly. "And as much as I appreciate the sentiment, I wanted you to do this because you wanted to, not because of me. And it's pretty clear that you don't and you didn't even think this through and now this poor boy is going to suffer for it."

Tony frowned at her. "First of all, you should know that it hurts that your opinion of me is so low, Miss Potts. Granted, I went after him because I was hoping to be able to keep my promise to you, but I also wouldn't have done it if I didn't want to or didn't intend to fulfill my end of the deal if the kid decided to come. Second of all, I haven't done anything to him." True, he'd given him quite a lecture in the car, but he'd totally deserved it.

"Actually, it's the lack of what you've done that's bothering me, but what else is new?" Pepper just sighed, shaking her head. "Nevermind. Clearly you won't even take this seriously."

She started to get up, but he grabbed her arm, his frown deepening. "Pep, I'm not a mind reader here. Talk to me." He was half-joking at first, but seeing how upset she'd suddenly become, he sobered quickly. "Is something wrong with him?"

"Something- no! But did you even look into him at all? Jesus, Tony, he's a genius, and he probably could rival you if you'd give him proper time and attention. But he's got a past. He's traumatized, and rightfully so. I bet you didn't even realize before you tracked him down that he lived with his aunt. Why? Because his parents died. In a _plane crash_, Tony."

He inhaled a sharp breath. He'd guessed something had happened to his parents for him to be with an aunt, but he'd never imagined… He stopped, shaking his head. He couldn't even argue with her; everything she'd said was true. "Pepper-" he started, but she wasn't done.

"No. That's not even it, and I'm not even going to tell you some of it because he doesn't want me to. But you should really take an interest enough to find out the rest of it yourself."

"You're right," he said simply, before she could say anything else. "Alright? You're right. I will. I'll read his file as soon as I get a spare minute."

"I want more than that, Tony." She crossed her arms. "Promise me you're actually going to try to make this work. He gave up his whole summer for a chance to learn something from you. It'd be nice if you actually tried to teach him something. And something more than just why his heroes are irresponsible," she added sharply.

He winced a bit, knowing the dig was as much at his own irresponsibility as it was about his criticisms earlier. "I…can't deny that one either. Alright, Potts. You win. I'll do my best. I can't promise anything until I figure out what Rhodes needs me for, but I'll try." He meant it. He couldn't fathom why he would always make promises like this to her - didn't _want _to even try to. That was a whole other mess he couldn't get into right now.

Pepper held his eyes for a moment before sighing and nodding. She pulled away, and this time he let her. There wasn't anything else to say.

One thing was for sure. He fully intended to read the kid's file. It had already been on his mind, and now with his renewed desire to look into Spider-Man… He had a feeling there was a connection there, but he wasn't going to jump to conclusions just yet. He needed a little more proof first.

He glanced back at Pepper. One way or another, he knew just how to get it.

It seemed like no time at all to Peter before he was being shaken awake.

"Kid. Wake up." There was a pause, and he groaned, trying to resist the pull to reality. "Kid-ow, Pepper! Jesus, I'm not hurting him."

He actually was, mainly his ears, but he couldn't really say that. "S'okay," he murmured, blinking a few times and sitting up slowly. "I'm awake."

Stark and Miss Potts were standing over him as he got to his feet slowly and stretched. "We're here," Stark told him, looking him over. "Short car ride and then you can relax at the mansion."

"Mansion?" He picked up his bag, looking between Stark and Miss Potts. "We're staying in a mansion?"

"That's where I live, kid." Stark started to move away.

"Oh." Peter blinked, then followed him. Maybe he should have known that. He was a billionaire, after all.

Miss Potts stuck close beside him, almost seeming to keep Peter between her and her boss. Peter wondered if they often fought as much as they seemed to since he'd arrived. He'd heard their conversation about him earlier, when Pepper had left him to talk to Tony. He couldn't help it; he couldn't turn off his enhanced senses, and he hadn't been completely asleep yet. He did kind of feel bad, knowing they'd probably waited to have that conversation until when they thought he wouldn't hear, but there wasn't much he could do about it except pretend that he hadn't.

It was probably better to pretend that he hadn't, considering what he'd heard. He didn't know if he should take what he said to Miss Potts seriously or not; at least not until he knew for sure whether Stark himself was going to take it seriously.

He followed them out in silence, heading for the car and once again sliding in the back with Stark. He couldn't help thinking that he had such contrasting personalities. He could go from sarcastic to serious to joking to business mode in a matter of minutes. It was hard to tell what he was actually thinking, and to an extent, what actually mattered to him, if anything.

He jumped slightly when he heard the partition going up between them and the front seat. _Oh no._ Another talk? Why wasn't Miss Potts allowed to hear this one?

He looked out the window and tried to pretend not to have noticed until Stark cleared his throat and he had to look over at him.

"Uh, listen, kid." He leaned back against the door on his side, not even wearing his seatbelt, apparently trying to just chill. "I… didn't mean to sound like I was snapping at you this morning, or anything like that. You're far from the first to accuse me of being selfish-" he held up a hand to stop him when Peter frowned and opened his mouth to protest, "-even if that's not what you meant to say directly. I just happened to take some of that frustration out on you, and it wasn't necessary. That said, you really _shouldn't _talk about things you don't completely understand. Not everyone is as forgiving as I am."

Forgiving? That wasn't even actually an apology, although he sensed that this was as close as Stark came to giving one to anyone besides maybe Miss Potts. And while he did understand, and his words had hit a little harder home than he cared to admit, he couldn't exactly tell him that. So Peter just nodded. "I understand, Mr. Stark."

"Good." He sighed a little, taking off his sunglasses and rubbing his forehead. "Look, I've never even attempted to do this… mentor-teacher type thing before, so you'll have to bear with me here. To be honest, I wasn't keen on this whole idea in the first place, but I made a deal with Pepper, and I'm a man of my word. So I'm going to try, kid. I can't promise the best results all the time. But you're a smart kid, and if we both try to meet in the middle here, I think we can have a decent summer. Deal?" Those dark eyes focused on him again.

"Deal," Peter found himself agreeing.

"Good," Stark repeated, sliding his shades back on and clapping him on the back. "First step would be to stop acting like you're afraid of me. We have to have some communication going here, and that means we need to put the brakes on this whole crawling back into your shell every time I walk into the room thing."

Peter blinked, surprised. Had he been acting like he was afraid of him? Maybe he had. He kind of was, if he was being honest, but in this case, he couldn't exactly be honest, because he couldn't give him the reason behind the fear - especially when it seemed so unreasonable, even to him. "I'm not afraid of you, Mr. Stark," he blurted, before he could think better of it.

"Well, good-"

"But you _are _kind of intimidating," Peter finished quickly, sneaking a sideways glance at him. It was true, and it also was a plausible explanation for his actions.

Stark stopped, and he could sense his intent gaze on him from behind his shades as he seemed to consider his words. "Yeah, I could see that," he conceded after a moment. "But still. I won't bite. Usually." He flashed a sideways grin at him, and Peter couldn't help but grin back.

Then the car stopped again, and Stark put a hand on his shoulder to stop him from getting out right away. "I have to get ready for my meeting, so this is where we split for now, but I should see you around dinnertime tonight. Pepper and Happy are here if you need anything. Got it?"

"Got it," Peter confirmed.

"Alright. Later." Stark opened his door and got out.

Peter stayed there for a moment, taking a breath to steady himself as he shouldered his bag. That had gone… surprisingly well, especially considering their confrontation earlier. Best not to dwell on it, though. If Stark had forgotten about it already, all the better for him.

By the time he got out of the car to follow, Stark had disappeared inside the building. Miss Potts was waiting for him on the steps. "Ready, Peter?"

"As I'll ever be," he agreed, smiling back at her, and followed her inside to the true start of his summer.


	7. Chapter 7

**So, this chapter is basically some in-between fluff. But next chapter we get to learn a bit about the villain and from there we'll start moving in to the real action, so yeah! There's not much else to say at this point except thank you for your continued support and I love hearing your thoughts and theories about what's going to happen, so absolutely keep them coming! :)**

A little over an hour later, Peter was settling into his room in the mansion.

Miss Potts had given him a full tour, and that in itself had taken most of the hour. There was just so _much_. The main living area, kitchen, pool, inside dining area, outside dining area, Mr. Stark's workshop, several living quarters, and even more that his poor brain couldn't remember as they weren't really important to him at the moment. He focused on remembering the main parts of the mansion he'd need to know: how to get to his room, the living areas, and where Stark's office and workshop were, as he'd probably be spending a lot of time in there. Miss Potts had told him only Stark's personal spaces - the workshop, his office, his room - were off limits, unless there was an emergency or Stark was with him or gave him permission to be there otherwise.

Simple enough for Peter. That still left the whole mansion to explore, and the fact it was a mansion was awesome enough even without full access to it.

He was starting to feel better about this whole thing now, slowly but surely. Being here made it real, and he wasn't getting any immediate red flags to make him regret his decision like he'd worried he would. Between that and finally seeming to get an understanding between him and Mr. Stark this morning, things were starting to look good. Like this might even be... fun. A real learning experience that he might enjoy, just as much as he'd hoped it would be.

Miss Potts had left him at his room with a "see you later" and he'd just nodded and watched the door close behind her. He set his bag on the bed, looking around. This bedroom alone was as big as the whole apartment he shared with May back home. He felt a pang at the thought, but pushed it away. This _was _home for the next two months at least, and May was only one call away.

Actually, that was a pretty good idea. He pulled his phone from his pocket, flopping back on the bed and calling his aunt. She should be on nightshift, tonight, as far as he knew, so she should be able to answer.

She did, on the second ring. Her face appeared on his screen, brows already drawn together in worry. "Peter? Is everything alright?"

Peter sat up and grinned at her. "Everything is great! We just got here and it's already awesome, May!" He turned the phone, giving her a panoramic view of his room. "I mean, this is just my room! And look at the view!" He practically jumped the six or so feet to the window, holding the phone against it and showing her the view of the ocean.

"It's nice," May agreed, smiling back at him. "Isn't this supposed to be a work thing, though? Shouldn't you be working?"

"Nah. Mr. Stark has a meeting to get ready for and he's not anticipating being back til late, so basically I just get to chill. Did you know we're in a mansion?" He turned the phone back to face him, unable to keep a grin off his face. Okay, so he was getting excited now. He was still worried in the back of his mind, but the edge was starting to fade, especially now that Stark wasn't directly around him.

"Well, he's a billionaire, sweetheart. I figured it would be a nice place." May was laughing slightly at him.

Peter just shrugged it off. "Anyway, I just wanted to let you know I made it here. I know planes freak us both out, but I'm okay!" He wasn't going to tell her he'd had a panic attack on the plane; she didn't really need to know that right now. He wouldn't have to get back on a plane until the end of the summer, from the sound of it, and Miss Potts had helped him through it, so there was no need to burden her with it.

"I'm glad to hear it. Thanks for letting me know. Go try to enjoy yourself, okay?"

"You got it, May. Love you."

"Love you too." She smiled at him and hung up.

Peter stared at the phone for a long minute after she was gone. It was simple enough to agree on the phone, but he actually wasn't sure what to do. There was just so _much_.

A second glance at his phone and all the missed texts he had was enough to make up his mind again. He walked to the far side of the room, where the door led to his combined private sitting area and office - he had an _office_; he didn't really know why, but still, how cool was _that_? - and took a seat on his couch. He hadn't seen his best friend Ned since school ended the week before, and he had about a dozen missed texts from being so busy with the interviews leading up to him getting the internship and using his new free time to do some extra patrolling around the city.

He paused for half a second as the thought crossed his mind. He could go right out his window and swing down to the city to do some patrolling. But… no. That was a bad idea. He had no idea if Stark was still here or not, if anyone would come check on him, or even if Jarvis would rat him out for it. For all he knew, Jarvis was watching his every move to report back to Stark. Besides, he'd known before coming here that the moment Spider-Man popped up in Malibu, all hope of keeping his secret would probably go out the window with him.

He shook the thoughts away, turning back to his phone and scrolling through all his missed texts with a sigh. He'd been so busy he hadn't even caught Ned up to the fact he'd gotten to the point of a second interview, let alone to now. He shot off a text to him.

_P: Hey Ned! Sorry it's been so long! I just got really caught up in the process of the interviews and stuff and forgot to text you. But good news, I got the position! _

Ned's response was almost immediate, spamming him with replies.

_N: Oh thank God! I was starting to think you'd been murdered in an alley somewhere and I needed to come look for your body!_

_N: No way! That's insane P! Congrats! You should come over so we can celebrate!_

_N: Have you started yet? Have you actually met Stark? What's he like? _

Peter couldn't help but smile. He missed Ned already.

_P: I missed you too man. Anyway, I've technically started already, yeah, although I haven't done any work yet really. I met Mr. Stark too. He's... intimidating. _

He sent the message and then quickly typed another, realizing how that might sound.

_P: But it looks like it's going to be a lot of fun! And… sorry, I can't come over. _

_N: That's SO COOL! What are you going to be doing? Any ideas? _

_N: AND WHAT DO YOU MEAN YOU CAN'T COME OVER?_

_P: I have no idea. We haven't really got to talk about it yet._

_P: And I mean exactly what I said. I'm not in Queens anymore._

_N: WHAT? Where are you dude?_

_P: Malibu. _

_N: WHAT? You're in California! DUDE!_

_N: That's insane! Why didn't you tell me? I thought the internship was here in New York!_

_P: I thought it was too, but Mr. Stark had to leave so I had to come with him if I wanted it. _

_P: Sorry I didn't tell you sooner. It just kind of happened. We actually just got here._

_P: He came and got me last night and we left this morning. It's been a whirlwind week man. _

_N: TONY STARK PICKED YOU UP? DUDE!_

_N: That's INSANE man. _

_P: Yeah, now that I think about it, it kind of is. _

He stopped. He hadn't even thought about the fact that it was Stark himself who had came and gotten him, not Miss Potts or Happy. He wondered why.

Oh well. Stark wasn't available at the moment, so that was a question for later.

They texted about random things for the next hour or so until Jarvis spoke suddenly into the quiet room.

"Peter, Miss Potts would like me to inform you that lunch is ready whenever you are."

Peter jumped so hard he dropped his phone. He'd almost forgotten about the AI. "Oh, uh, thanks, Jarvis."

"No problem, Peter. I apologize for startling you."

So the AI definitely had some way of monitoring him, then. "It's alright." He shot off a quick text to Ned to let him know he'd be back later and got up, but stopped halfway to the door. "Jarvis?"

"Yes, Peter?"

"How did you know you startled me?" he asked, curious of what he was actually capable of.

"I have access to all security protocols in every room, including visual surveillance. Aside from that, your heart rate skyrocketed the moment I spoke."

So there was definitely cameras, then, and surely Stark could access them any time he wanted. He doubted he'd waste a lot of time actually spying on him with them - that sounded like way too much of a waste of his time, even to Peter - but he'd still have to be careful about where he hid the suit and flashing it around. If he decided to check on him at an inopportune time…

"Makes sense. Thanks, Jarvis." He left, heading up to the kitchen.

When he arrived, there wasn't anyone anywhere to be seen. He walked up to the counter and looked around, almost wondering if he was in the right place until he came upon a note stuck to the microwave. It could only be Pepper's handwriting.

_Peter, _

_Your lunch is in the microwave to keep it warm until you're ready. Sorry I couldn't stay and that you're first day is so uneventful. I promise it will get better. Enjoy!_

_~ Pepper Potts_

Peter crumpled up the note and tossed it in the trash with a small smile and a shrug. He couldn't say he was entirely surprised by this turn of events; they did run a company, so of course they were busy. He wondered if she had to attend the same meeting as Mr. Stark or if she was doing something else. Either was possible, from what he knew.

He opened the microwave and took out his plate, blinking slightly when he saw the heaps of food on it. Either she had assumed, as most people did, that he was a teenage boy and that meant he ate ridiculous portion sizes, or she'd also caught his hesitation this morning, or had at least heard Mr. Stark call him out on it.

Either way, his stomach growled at the sight, and he wasted no time in sitting down and eating it all. He got up and rinsed off his plate, then stood there for a moment, unsure what else to do. The urge to go out as Spider-Man was stronger than ever, knowing there wasn't even anyone here, but he was afraid if he so much as took the suit out of the bag Stark might find out, what with the AI seeing everything.

Then it hit him. Miss Potts had briefly mentioned a gym on the floor above them during her tour. He could go up there and blow off some steam instead! Surely that would keep him occupied for a while, and help him feel less restless.

This thought in mind, he went to his room to change, then headed up the elevator to the gym.


	8. Chapter 8

**So, fair warning: this is another almost five thousand word chapter. It's big because a lot happens in it, but I couldn't bear to split it up. It didn't feel right to do so. So lots of ****revelations**** and news in this chapter. We get to hear about the villain for the first time! Be gentle with me; it's my first time trying to create a supervillain, okay? It'll be a few chapters yet before we officially meet him, though. **

**Anyway, I won't ramble too much. There's enough to read and have to process here. Thanks so much for all the wonderful love and reviews, and I hope you guys enjoy! **

Tony knew he'd made the right choice.

Both by bringing the kid and talking to him in the car. Now that they'd addressed most of the tension he felt was there, it seemed a lot more likely that they would get stuff done this summer. And he felt a lot better about it himself; he no longer felt like he had to watch what he said or how he behaved as much, and when he'd left Peter in the car, he'd seemed altogether more relaxed.

It was a shame he'd had to leave him in the car, though. But there wasn't much he could do about it. He had to go in and change for his meeting, then get on the road that direction. The military base where he had to meet up with Rhodes was some distance away, and he couldn't keep him waiting when it was something as serious as what this sounded.

So he went in to change and left him with Pepper, knowing she wouldn't mind. She was better at giving the grand tour than he was anyway.

Normally to meet with Rhodes he'd just show up casual, and, if he was being honest, probably late. But this sounded like a bigger issue, and Rhodes didn't work on big issues alone. That meant this would be a military debriefing, which meant he had to dress and act like it, unfortunately.

It was a good excuse to break out his suits, though. Both of the attire and flying varieties.

When he was dressed and ready to go, he stepped into his newest suit and let it encase him, then went out onto the balcony and took off.

A short flight later, he was touching down on the airstrip of the military base.

"What, no blazing guns this time?" He retracted the mask, looking over the group that had started heading towards him the minute he touched down. He couldn't help remembering the last time he'd flown here in the suit. They'd tried to shoot him out of the sky until he got close enough for them to figure out who he was, and even then, it was only because Rhodey called them off.

Rhodes appeared from the middle of the group, clasping his outstretched hands. "No, this time I had them warned ahead of time."

"Thanks. I appreciate that." Tony grinned at his old friend and let his arms drop. "How goes it, Rhodey?"

"It's been better," the officer admitted, putting a hand on his shoulder and steering him inside. "Come on. Let's get inside, put that suit up, then we can talk."

Tony simply nodded and let him lead him in. He'd been here many a time before, with and without Rhodey, but that was back when he still made weapons for the military. He had only been here a few times since then, and generally it was when they needed his help with something, typically something technical - he had agreed to help them with the disarmament and such of weapons, but never building them - or if he had to debrief them about something he had done, usually without their permission. But it had been several months, and while he wasn't exactly nervous, he wasn't exactly in his comfort zone being back here, either.

Rhodes managed to disperse most of the people and get them alone into a small conference room. Once the door had locked behind them, Tony stepped out of the suit and approached Rhodes. "Care to tell me what's going on, now? And what's with the low tech vibe?" The room they were in didn't appear to have any tech at all, not even a projector like they used to use to do presentations.

"The low tech vibe is exactly why I asked you to come down," Rhodey told him. He glanced at the suit. "Tell me that thing is off."

Tony frowned. "Is it glowing?"

"No."

"Then it's off." He crossed his arms over his chest. "What's going on?"

"Your phone?" Rhodey asked, ignoring his question.

"Is one of the most secure devices on the planet, Rhodey. Why?" He didn't like where this was going. He also didn't like all these questions, and the fact that they were alone. He'd debriefed Rhodey on private business before like this, but only when it was private, and he had never had to come all the way out here to do it. If this was military business, where was the rest of the military?

Rhodes sighed, rubbing his temple. "Because I don't know if anything is secure anymore, Tony." He glanced around again, double checking to make sure there were no cameras or places for peeping ears to be hiding. "Look, I'm sorry for the secrecy and the paranoia. But this whole thing is classified - upper level clearance only. The only reason I was able to convince them to let me bring you into it is because of your technical skill and the fact that if this guy ever shows his face for real you'll probably be brought into it either way."

Probably. Villains had a way of finding him. "Fair. So what is it this time?"

Rhodey settled into one of the chairs, sighing slightly. "He calls himself Malware." He handed him a file.

Tony took it, sitting in the chair opposite him and opening it. "So this is a tech thing. Is he a hacker?" That would explain the lack of tech, certainly.

"Yes and no. I don't actually know what _he_ does exactly, but he's got some hackers for sure." He studied Tony as he cracked open the file, scanning the reports there. "There was nothing, and then he was just everywhere. A small city to the south loses wifi for a few days. A few traffic lights in major intersections fail. Hacking of a few young companies. Things that can be easily explained, mistakes on someone else's part. Then things started getting bigger. A whole metropolitan loses power. Big companies experiencing hacking and information leaks, losing control of their systems. Data being wiped. Security going down. Cell towers being made unfunctional. There was no warning and then it was all happening at once. And every time he strikes it gets bigger."

"And you're sure all these things were the same guy?" Tony flipped through the papers, looking over the reports. Rhodey had only touched on the surface of the incidents that had happened. It had literally went from a town losing wifi to attacks against powerful agents in a matter of days.

"Considering he claimed them all, I'd say so," Rhodey told him.

He glanced up, frowning a bit, then looked down again, pulling out a picture and raising his eyebrows. "He's got a suit." He studied the picture closely - the grey metal look, sort of like his first suit, making a body around him. Again, not dissimilar to his armor, but different in structure, and definitely in power. "It looks like a cheap knockoff of my armor."

"It's anything but, from what we've seen in the videos. It's pretty high tech. I couldn't tell you what it's made out of, but he has a whole system built into it. You might even be impressed by some of the things he can do with it."

"Mine does too. And I doubt it," he murmured, setting the picture down and looking at him. "So, what do you want from me, Rhodey? To fight him?"

"Not exactly. Not yet, at least." Rhodey leaned forward. "We need help finding him, and I'm afraid we were attacked the other day. In and out; our security and servers in turn were down for about fifteen minutes. Then it was just gone. We haven't found anything, but…"

"You're afraid your security is compromised," Tony completed. He exhaled a small breath. "I could try, but…"

"If you do, you're the next target," Rhodey warned. "But he's already said that what comes next is big. He's not intending to stop, and he could throw California into chaos on a large scale if he continues the way he is now. Or even the whole country, depending on his scale. I don't know what the end goal is, but it can't be good."

"Do villains ever really need an end goal besides mass destruction and chaos?" he countered. He closed the file. "I'll see what I can do, but I need all the information I can get. Can I see the footage you have?"

Rhodey shook his head, looking down. "He only sent two videos, and both spontaneously combusted the devices we viewed them on and themselves. I can't show you anything."

He sighed. That was just perfect. Nothing for him to analyze. He was sure he had reports of what had happened in the videos in this file, of course, but he preferred to see it first hand. That way he could look for and hopefully pick up on little hints and tells that someone else might not catch. "How have you kept this contained up til now?" If this was high level clearance, they were definitely trying to keep the information contained. And if it was all across California, that would have taken some doing.

"We've been letting people believe exactly what it was we believed. It's all random. No connections, no proof that there's any need to be worried." He rubbed his forehead. "All telling the public would do is cause mass hysteria, especially considering we don't know how to stop him yet."

That was true enough. It was only luck that kept all these incidents from being widespread enough at once for it to have caused mass hysteria - or strategy on the part of the villain. The thought made him make a face involuntarily. That could never be good. If this guy had claimed it to the military, then he was definitely planning something big. And the only reason he would be trying to keep it down low from the public - or making it easy for the military to do so - was if he had some big reveal planned. And those were never coupled with anything good either.

"Do you know anything about how he's doing it? Has he been spotted at any of these places, in any of these areas?" He pushed the thoughts away to focus on Rhodes. He meant it when he said he would need all the information he could get. The less he had to find for himself, the less attention he would draw to himself… hopefully, at least.

"No sightings of him aside from the videos he sent us. Apparently he's taking a hands-off approach at the moment." Smart. If he stayed in his hidey-hole, he couldn't get cornered and captured before any of his big plans were set into motion. "As for how he's doing it… your guess is as good as mine right now, if not better. You know more about hacking than I do."

"So basically you want me to do everything for you?" Tony quirked an eyebrow at him. To be fair, they did give him a file, but from the sounds of it, it didn't hold much that was going to help. He could read the video reports, and then he'd basically be on the same page as them.

Rhodey gave him a pained look. "I'm sorry, man. I am. But I can't trust any of these guys around here, not the way I trust you. Besides, most of them aren't allowed to know the details, and even those that are can't do much here when we can't trust the systems to be safe to use. That's part of the reason I pushed to bring you into it in the first place. You're most suited to the job, and we both know you'll end up having to face this guy eventually, so we may as well communicate here and make it easier on both of us."

Tony made a face again, flipping through the file once more before tossing it back down. "Yeah, yeah. I already agreed to help; you don't have to flatter me." He huffed. "Fine. But from now on you come to me for communication purposes. I got too much on my plate to keep flying out here to give you reports."

"Yeah, like your little intern?"

Tony paused halfway to his suit, turning on his heel to look at him. "How did you… never mind. You probably talk to Pepper more these days than you do me. I guess I shouldn't be surprised." He rolled his eyes, stepping into the suit. "She never does withhold the information I want her to."

"Was it supposed to be a secret?" Rhodey raised an eyebrow at him.

"Not exactly, but that doesn't mean I want it to be public knowledge, either." The suit closed around him, and he went back over to grab the file. "You might have guessed, but it wasn't exactly my idea."

"Well, that one didn't take a genius to figure out. Still, I'm glad to hear it. Maybe it won't be so bad. You might even learn something from him." Rhodey stood up too.

Tony glanced up at him, glad the suit mask now concealed his face. He wasn't sure if that was a dig - if Pepper had told him the kid had managed to find an error in his work, he wouldn't be surprised - or if it was just Rhodey trying to be funny, but he wasn't too keen on admitting that if he didn't already know. "Maybe," he allowed, leaving it at that.

Rhodey just nodded and sighed. "Come on. I'll show you out."

Between the talk with Rhodey and the travel time back and forth, Tony arrived back at the mansion in the early evening. He landed on the balcony and headed straight down to the workshop, putting his suit away and making his way over to his desk. It was a mess, of course, as always. The desk down here was more for mechanical stuff than paperwork and such, but he tended to come down here to do work when he didn't want to be disturbed or didn't want people seeing what he was doing. The office upstairs was still just his, but it was less of a private workspace than this one. And the kind of research he was about to do definitely needed to be done in private.

But first, there was another matter he wanted to attend to. And it was better that he do it now, when he was sure that his servers were still secure, rather than waiting until after he started pissing off an apparently skilled hacker.

He sat down at his desk, kicking his feet up on it and pulling up the holographic screen. "You up, Jarvis?"

"For you, sir, always," the AI responded immediately. "What can I do for you today?"

"I have several promises to fulfill, it seems, and each gets more dangerous as I go down the list, so let's start with the safest ones." He put his hands behind his head, leaning back in the seat. "Bring up everything you have on Peter Parker."

"Digging into our favorite intern a bit, are we?" Jarvis asked as hits started popping up all around him.

"I don't know about favorite just yet," Tony murmured, scanning through them. "But do tell me all about him."

"If he's the only intern, doesn't that automatically make him the favorite?"

"Not in my book. Now let's hear it."

He almost wondered if it was possible for the AI to sound exasperated as he started talking. "Peter Benjamin Parker. 16 years old. Birthday August 10, 2001. Rising junior at Midtown School of Science and Technology. Permanent address in downtown Queens, New York. Lives with his guardian, May Parker, since the death of both of his parents in a plane crash and more recently an uncle to a suspected mugging-gone-wrong."

Tony sighed, rubbing his forehead. Of course, Pepper was right - he'd known she was, but hearing it still somehow made it seem more solid, more _awful_. So the aunt was literally all he had left. Even his uncle was dead. It explained a lot of what he'd seen, if not necessarily in a good way. "Any records of him?"

"None criminal in nature. Several news appearances, though."

"Show me," he ordered.

The screen cleared most of the hits but for a few, highlighting several newspaper or online articles with the kid's name or face. "Most are school related, sir." All the ones that were flashed once, drawing his attention to them. A few grade recognitions, a handful of after school activities - band, robotics, Decathlon, all of which seemed to be reports on good showings at varying competitive levels. Odd, since the kid had admitted to quitting robotics. He couldn't fathom the reasons behind that if he was as good as them as he seemed to be.

Jarvis's voice snapped him out of his thoughts. "Some of them, however, are not."

All the school related articles disappeared, leaving about six other entries on screen. Three of them were obituaries - those of his mother, father, and uncle. One of them was an article about the plane crash that killed his parents. The other two were about the death of his uncle.

Tony enlarged the last three, scanning through them. The article about his parents' plane crash revealed little - saying, in essence, that it was an unfortunate accident and that people were killed. He knew enough about most plane crashes and what caused them to suspect that most of what it said was bullshit, but there was little he could do about it without proof. Before he could dwell on it too much, he forced himself to turn to the article about his uncle. What he read was enough to make his stomach churn slightly.

The first article was vague, detailing only the suspected scenario around what had happened. It didn't name any names, but it was clear that the article was about the same thing as the other one that did confirm Ben's name and what had happened, when put together. That wasn't what caught his eye, though.

The mention of Peter was so vague that no one else would likely have picked up on it while reading the article. But knowing who it was about was enough to make him sure that the mention was about Peter.

_Two _people had been rushed to the hospital. _Two _had been attacked. One adult… and one child. The child sustained injuries but survived. The adult did not.

The realization hit him like a slap in the face.

Peter had been there.

He'd been the one to call the police. He'd sat there and waited for them. He'd watched his uncle die.

The thought in and of itself was enough to make him feel slightly nauseous. So this kid had enough emotional baggage to rival his own. Glorious.

"Is there anything else you'd like to see, sir?"

Tony swallowed down his nausea and shook his head. "No thanks. Let's switch it up a little." He got up, moving over to his fridge and grabbing a water. Normally he didn't drink much of it, but it seemed like the best choice to settle his stomach, if not exactly the best for his nerves. But he knew there would be hell to pay if Pepper caught him drinking with the kid in the house. "Bring up my case files on the Spiderling."

"You are aware his public name is Spider-Man, aren't you, sir?"

Tony took a drink of his water and snorted. "While I'm perfectly aware of what the media calls him, I'm going to continue to call him whatever I feel like, and since I'm about 98 percent certain he's not even old enough to drink, I'm not going to be calling him a man any time soon."

"Suit yourself." The files on Peter began disappearing, being replaced by everything he had gathered on the crime fighting vigilante. "It's been approximately a month and eighteen days since you accessed these files, sir. Can I ask what renewed your interest?"

"The kid, actually." He took another drink. "Anything new to add since then?" He'd set up a system to tag all mentions of the spider creature on all major news and video platforms.

"About twenty big ones." Again the screen shifted everything else to the side to focus on what the AI had said. "A handful of new YouTube videos. Some news segments in papers and on tv about various crimes he stopped."

Tony scanned them, finding nothing interesting and shifting his focus to the videos. "I see," he murmured, more to himself than anything.

"Sir, what about the kid peaked your interest in the Spider-Man again?"

The question came out of nowhere, and it almost sounded… hesitant? He frowned. Sometimes he forgot he programmed the AI to have those capabilities. They didn't show much, which made it all the more confusing when it did. "He said he met him once. Saved him from a falling elevator," Tony muttered, swirling his water around. "Do we have anything on that, actually?"

"Some of the footage made it onto the news, so yes." All the other hits disappeared except for news articles related to that incident, and a few clips of video footage, presumably from witnesses or building security.

Tony enlarged all the videos with actual clips of the Spider-Man, leaning back and stroking his chin. "He's not very big at all, is he?" he mused.

"Based on our previous encounter, it's safe to say not." Jarvis projected a holographic model of Spider-Man off to the side of the videos with his estimated measurements. Tony studied it, giving it a spin with his finger. A few inches less than six foot sounded about right. He did come up to about his shoulder… around the same height as the kid, come to think of it.

As soon as the thought occurred to him, something clicked, and he froze. _No_. He couldn't be that blind, could he? And surely the Spiderling couldn't be _that_ young. It made no sense. Why would a kid like him decide pull on a onesie and make an alter ego? Where would he have gotten the tech? It was ridiculous, and yet…

Yet it explained so much, when he put it all together. The reluctance to talk and the fact he seemed afraid of him were because they'd met before and because he was presumably terrified he'd figure him out. The overprotectiveness shared between him and the aunt - with the history of his family, it could definitely explain a lot, including some of his motives in doing it. His willingness to jump to the defense and the way he'd seemingly taken offense at what he'd said in the car would make sense if it had been _him_ he'd unknowingly been criticizing. It even explained why he had quit something he was so good at, and the fact he'd fumbled in telling him why. It was to have more time for these little excursions, not family stuff, as he'd tried to say.

What it didn't explain was how. He'd worked with him once, and it had only taken one run-in to tell that the kid was more than his gadgets and gizmos. Sure, the webs were artificial - he'd gotten a look at the shooters around his wrists when he'd been checking him for injuries - but the way he seemed to sense everything the moment it focused on him, those heightened senses, that was something you couldn't just make. That was _in_ him. And that was incredibly weird, because Tony only knew a handful of people with honest-to-God abilities or powers that was in them and not the result of training or technology, and all of them had either been involved in accidents or experiments. How in the hell would this kid have gotten wrapped up in something like that? It seemed unfathomable.

"Jarvis," he said suddenly, "Is Pepper back yet?"

"Miss Potts arrived back shortly before you did. I believe she's getting ready to make dinner."

"Send her down here." He took his feet off his desk and straightened, clearing away the holographic screen. So the kid fit the profile for sure, but there were some details he couldn't pinpoint, not yet. But there was one surefire way to find out. A little test. Something to force the kid to reveal himself - or at least make him believe he had to. Not that he'd ever _actually_ put Pepper in danger. But Peter didn't necessarily need to know that.

He couldn't help the grin that grew into his face at the thought, turning back to Jarvis again. "Where is Peter, Jarvis?"

"In the gym, sir." Jarvis opened the camera in the corner without having to be asked. Tony nodded, rubbing his jaw. Peter was in the corner, going at a punching bag without remorse. He couldn't help the grin from growing a little more as his eyes alighted on something in the corner. The kid was making this almost too easy.

Pepper came down the stairs a minute later, letting herself in the workshop. "Tony?"

"In here." He waved her back to his desk, his eyes still on the feed from several floors above.

Pepper walked over, frowning slightly when she saw what he was looking at. "What's going on?"

"I need you to do me a favor."


	9. Chapter 9

In the time it took Pepper to go back upstairs and get on the elevator, he already had a plan. He told Jarvis what to do and then kicked back to watch.

He hadn't told Pepper everything, of course. He didn't need to. He just told her the essentials. He needed her to do him a favor, and that he didn't think Peter was being entirely truthful with them, and he needed her help to figure out what was going on. He'd told her just to go to him in the gym and wait for his signal, and she'd know what to do.

Pepper wasn't stupid; she knew there was way more to it than what he was telling her, and the way she narrowed her eyes at him told him everything he needed to know about how much she actually trusted his motives. But she was loyal to a fault, and regardless of how she acted, she _did_ trust him, just not necessarily to tell her the full truth, which was only reasonable after so many years of working together. So she turned on her heel and left after warning him that whatever he was planning had better be worth it.

He was sure it was. He was also sure that she likely wouldn't know what to do when he set his plan into motion, but that's what he was banking on. He didn't need to see how she reacted. He needed to see how _Peter_ did.

Peter, of course, was still in the gym and had no idea what was going to happen or what Tony had planned.

He'd been working at the punching bag for about an hour, after mentally eliminating most everything else in the gym. It was decked out with just about everything he could have dreamed of, but he was half-afraid to use any of it, lest he do something that he couldn't explain away. The treadmills, weights, most of the machines, even a mini obstacle course and one whole wall that was a rock wall - he couldn't do any of those, at least not in any way that would have an impact on him, not without giving himself away. He could toss around most of the weights in here like they were toys, and he wasn't sure he could keep himself from scaling the rock wall too fast, or running so long and fast on the treadmill his super stamina wouldn't be obvious. He liked to run almost as much as he liked to swing around in the air, and he could get lost in it if he let himself.

He was, however, used to controlling his strength, and so the punching bag seemed like the logical option. It was something he couldn't really damage, unless he accidentally hit it hard enough to send it through the wall or put his hand through it or something. But he'd gotten pretty good at controlling the strength behind his hands, so he wasn't too worried about it.

And so he'd spent the last he wasn't even sure how many hours here, going at the punching bag with all he could. It was hard to be able to let off steam as much as normal when he couldn't even go with it with all he had, but eventually he did start to feel the wear of it, if only because holding back his strength was almost as exhausting as going at it with his full power.

His stomach growled at him suddenly, almost harshly, and he brought his hand up to steady the punching bag before stepping back. Apparently, it was time to take a break. He needed to eat something again, at least something small, before his metabolism caused his stomach to eat _him_.

He turned around and started peeling off his gloves, but halted when he noticed Miss Potts stepping inside. "Oh, hey, Miss Potts," he greeted, suddenly feeling a bit awkward. It was ridiculous, since he knew he was allowed to be in here and it wasn't likely she hadn't seen a sweaty guy before, but… still. Maybe it was something about the look she was giving him that spelled trouble. "I, uh, didn't know you were back already. What's up?"

Pepper closed the door, walking in a few paces and looking around as if trying to see what he'd been doing before stopping in the middle of a sparring mat and turning to look at him. "I always try to be home in time to handle dinner, and my meetings finished up a bit early besides. I just thought I'd come check up on you." Was it his imagination, or did she seem almost as awkward as he did all of a sudden?

"Oh, I'm fine. I've been keeping myself busy just fine. Been doing it for years, you know, with May being the only one I live with and her working all the time and such." He tried to busy himself by walking over and putting the gloves away before turning back to her. "I actually was about to go change and get a snack, so-"

He stopped when a whirring sounded from across the room, followed by a high-pitched beeping. Pepper whirled at the same time as he located the source of the sound - a line of robots in the back corner. Peter had seen them when he came in and assumed they were basically robotic sparring partners, but he hadn't dared to mess with him, both for fear of exposing himself and fear of breaking them.

Apparently, they didn't need him to mess with them. They just came to life on their own.

This, of course, wasn't true. Tony had given the order to power them up from down in his workshop. But Peter didn't know that. All he knew was that he was now facing down what appeared to be a line of at least ten robots with glowing red eyes that had seemingly come to life on their own.

But the worst part wasn't even that. It was the fact they didn't focus on him.

If he had been alone in the room, or at least the sole focus of the bots, he would have pretended to be as weak and normal as he wanted them to believe he was, but he wasn't. Instead it seemed like over half the robots had focused on Miss Potts - presumably because she was closer - and that left him no room to hesitate or pretend.

He'd just have to hope she could keep a secret.

He threw himself between her and the line of oncoming robots with inhuman speed, his arm coming up to stop the first one as it swung some long piece of wood at him. They all appeared to be armed with different weapons, apparently all meant to be used for different types of training. Who left armed robots lying around, especially ones that randomly activated?

His interference turned the mass of them onto him, thankfully. He let his senses take over, ducking, swinging, trying to knock them all back, away from himself and Miss Potts, if he could. But every one he knocked down got back up, and it quickly became apparently that short of breaking them or turning them off, he wasn't going to win this fight without one of them getting clocked with one of these weapons they had.

He had no idea how to turn them off, though, and breaking them to pieces would be as much of a giveaway as his only other option.

And there was one other option. But if he used his webs, then the cat was definitely out of the bag. There'd be no going back, no chance of convincing them that he just had some freaky level of strength or combat training.

There was a yelp and a bang from somewhere behind him as one of the robots took a swing at Pepper. He couldn't be sure if it made contact or where it had, but he was sure that sound was her crashing to the floor.

Forget his cover. This was what he was supposed to do. If he didn't protect her - and if another superhero really couldn't handle the truth - then what was the point of any of it?

He nailed two of the robots in front of him with a roundhouse kick, then webbed them to the floor to keep them down. A few well-placed punches and blasts of webbing took care of three more as they came at him. He whirled as soon as he had all the ones out of the line of vision as possible, aiming straight at the one over hovering over Pepper as she scooted out of the way as quickly as she could. With the immediate threat webbed to the nearest wall, he managed to take down the final few with only a few movements and web them to the floor as well.

A sweep around confirmed they were all down, so he rushed over to Pepper, kneeling next to her. "Miss Potts? Are you all right?"

"Peter…" She was holding her shoulder, but otherwise looked unharmed, if a bit ruffled. "What the hell just happened?"

"I…" He swallowed thickly, looking down. "Look, I'm so sorry I didn't tell you, okay? But please don't tell Mr. Stark. He'll freak if he finds out I didn't tell him and I don't want him to think I'm here because of this and I just-" He stopped, feeling his breathing start to come quicker. "I don't think-"

"Peter, calm down." She sat up, one hand still cradling her shoulder, but firmly placed the other on his, squeezing it gently. "Just breathe. I won't say anything if you don't want me to. I won't tell Tony."

He had a split second to feel like he could breathe again before the voice sounded from the door. "Won't tell me what?"

Peter froze again, feeling the panic rise in his chest. He slowly looked up at the older hero, wondering if he was going to pass out or throw up. Oh wait, he hadn't eaten in hours. Pass out it was then.

Stark's eyes swept over the mess once before landing on Peter again. His eyes were back to being cool and dark, but he looked almost… could he be amused? Was it possible he wasn't mad?

"Mr. Stark-" he tried, but the look in the older man's eyes as he met his was enough to silence his weak attempt.

"Nuh-uh. Hold it right there. I don't want to hear a peep out of you. Pepper-" He focused on his PA for a moment. "You alright?"

"Am I _alright_? I'm fine, Tony, but you, you're an _ass_." She pulled away from Peter, getting to her feet and wincing once.

"Tell me something I don't know," her boss dismissed the accusation, waving a hand at her. Then his eyes turned back to Peter, and the boy suddenly found he couldn't swallow again for how dry his throat was. "You-..."

He stopped.

They all froze at the same time. And whatever he was going to say was immediately lost as the building around them plunged into darkness.

For a split second, even Peter couldn't see anything. As his eyes refocused to the dark setting, his night vision kicked in. He looked around, slowly, looking for anything to explain the sudden darkness, any sign of what to do or what had happened. Instead he saw a frozen Pepper Potts, and an irritated looking Stark, still standing in the doorway.

For a moment, it was silent. Then Stark's phone rang, lighting up his pocket, then his face as he removed it and looked to see who it was. He let out a low groan as he answered it. "Rhodey…"

With his enhanced hearing, he could hear the other man's voice from here even without it being on speaker phone. "Tell me you didn't just lose it too."

"No, I'm out too," Stark confirmed. "Is it…"

"It's him, all right. How quick can you get into the city?"

Even in the dark, he could swear Stark's eyes flitted to him for a moment as if contemplating if he should deal with him before he left, even with the state of things. Then he sighed. "As soon as I get suited up. Ten minutes, tops."

"Good. Because this is looking like it's the biggest shutdown yet. Traffic, cellular, power, satellite, everything seems to be out. The only reason I could call you is-"

"Because you have one of my devices that run off my own towers and my security is the best in the world," Stark finished flatly. "Yeah, believe me, I know I'm great. You gonna meet me in town or not?"

"I'll catch up to you as quick as I can," Rhodey agreed. "Call me back when you're in the city."

"Will do." Stark hung up and let out a low sound that was somewhere between a growl and a groan. He flipped his phone so the light illuminated the distance between where he and Peter and Pepper where standing. "Pepper, you're going to need a backup generator. Set up a hub area; I don't know how long this will be out. You." His eyes fixed on Peter again. "Help her, and don't you dare do anything stupid while I'm gone. We will be having a nice long talk about this when I get back. Understand?"

"Yes, Mr. Stark," Peter whispered. It was all he could manage.

"Good. I'll be back as soon as I can." Then the light shut off, and he watched the older man's retreating back until he was gone. Only when he disappeared from sight and Peter could no longer hear his footsteps did he let out a breath he didn't realize he'd been holding.

He felt Pepper's hand on his arm, and she squeezed it gently. "Come on, Peter. It'll be alright. Let's just get to work setting things up for the night, okay?"

He nodded silently, still feeling shocked as he let himself be led out of the room. He couldn't imagine this day getting any worse.

He had no idea how wrong he was.


	10. Chapter 10

**Hey everyone! Just wanted to say thanks again for all the support and the wonderful follows, favs, reviews, etc. Love you all 3000! We're 10 followers away from 250, so I'm thinking I might do something special when we hit that because that's freaking AMAZING and it totally deserves some kind of reward. **

**Also, I just wanted to add for anyone who might be interested that I finally filled out the form for an Irondad bingo card, so look forward to seeing some of those prompts from me as soon as I get that in! I've been seeing them cropping up and last night I finally decided I was going to get one. So it's a-coming ;)**

**So yeah! Enough rambling from me, enjoy! **

Tony… kind of _did _feel like an ass.

He couldn't admit that to Pepper, though, especially not in front of the kid, so he had to wave her accusation off and act like it didn't bother him. He hadn't meant for Jarvis to sick all of the robots on them on their highest setting, but he apparently hadn't been specific enough for the AI to realize that. He did, admittedly, tell him to target them to the closest one, knowing it was Pepper, because he knew if the kid was actually the Spider-Man and was half as impulsive as he'd observed him to be, he'd throw himself in front of her without a thought to revealing himself.

He'd been right.

Both about the impulsiveness and about the fact that the kid was Spider-Man. The fact that he'd used his webbing was enough to disprove any doubts he had, even if that particular strategy had surprised him a bit.

As soon as he'd seen that, he headed to the gym and waited outside the door for him to finish. He felt a pang of guilt when he saw the one hit Pepper, but he knew even on the highest setting it wouldn't have hit her hard. They were for training him, after all, and he was only human too. The higher setting just meant they were faster and wouldn't stay down. She'd only been hit hard enough to leave a bruise, if that.

He'd still apologize to her later. But he'd been focused on everything else that had been revealed in that moment, and it wasn't the time for it. She'd have to cool down a bit before she would have accepted it anyway.

Then the lights went out, and any plans he'd had went out the window.

He wasn't stupid. As soon as they went out, he knew it couldn't be a coincidence, not with what he'd learned today. So the focus had been torn away from Peter as he tried to figure out the more pressing questions in that moment. Why had it went out, and was it just him, or was it everywhere? It could have just been that it was widespread enough to hit him this time, or that Malware had decided to come after him first, before he could do any damage to him.

The call from Rhodey confirmed it wasn't just him, but the truth was almost worse than that.

Still, he knew in that moment that he had bigger fish to fry, and he had to leave off with the kid. He left with a few words to let the kid know he wasn't getting off the hook by any means, trusting by how frightened he looked that he would take heed to his words. Even if that look of fear made his gut twist.

So, he definitely felt like an ass, and like maybe it had been a bit of overkill, in retrospect. But the kid never would have admitted it to him without him making him reveal himself directly, he knew. And he was honestly glad he had done it, especially with this happening now. It made him feel better to know that he would be here and hopefully wouldn't be popping up to scare the living daylights out of him when he was least expecting it again.

Of course, this wasn't true, but he had no way of knowing that yet.

He suited up and headed into the city, completely unaware of how wrong he was.

Peter was still feeling shell-shocked by the whole encounter. He helped Miss Potts get a generator and set up a little hub area on the main floor, with the open kitchen and living area, where he'd come earlier for lunch. He lugged the generator in and hooked it up as she gathered up blankets and supplies that they'd need for the night. They powered a few emergency lights and the main kitchen appliances so everything in the fridge didn't go to waste and she could still make them something to eat, and also the air conditioning, or else it would get way too hot ridiculously quickly. Everything else was left off, since they didn't know how long they would actually be out for, and they needed to conserve as much power as possible.

So he did as much as he could in a sort of daze, his mind still whirling ninety miles a minute, replaying the fight and the encounter in the gym. He couldn't help feeling like he'd been set up - it was a logical conclusion, when he actually thought about it - although he wasn't sure why he would have been, or what Mr. Stark had actually hoped to achieve by it. Had he really screwed up so bad so quickly that he had already figured out he was Spider-Man? Or had he suspected something before? He had made it sound like he was already looking into him in the car, and then there was what had happened with Jarvis… All he would have had to do was ask him what he knew and the AI would certainly have given him away.

It was hard telling until he returned and they had their little talk that he'd promised. Or maybe threatened was the more appropriate word, but either way, he knew he wasn't getting out of it.

What he hadn't decided was how much he was going to tell him. Should he tell him everything? Did he really dare to? He hadn't told anyone he was Spider-Man, ever, let alone the extent of his powers, or how he'd gotten them, or anything about it, really. Hell, even he didn't really want to face the reasons behind him becoming Spider-Man; he wasn't even sure he could, especially well enough or long enough to relay them to someone else.

"Peter." Pepper's gentle voice pulled him from his thoughts as she approached, putting a hand on his shoulder. Once they'd gotten their little hub area mostly set up, she'd taken to the stove to start something for dinner. He had somehow ended up at the glass wall, staring out towards the ocean, lost in thought. He knew he probably looked like a moody teenager, sulking by the window, but he didn't care at the moment.

He jumped a little when she touched him. He'd been so lost in thought he hadn't even heard her approach, which was weird for him. He turned to look at her, and she smiled a bit back at him. "It'll be alright, you know."

He sighed, looking back out the window. "Logically, I know that, but… I've never told anyone the truth. About… who I am, or any of it. And I just feel like… he set me up."

"He did," she confirmed quietly, and he whipped around to look at her. She sighed. "I'm sorry. I didn't know what he was planning, but I definitely knew he was planning something when he sent me up to get you. I think he just knew that you wouldn't tell him any other way."

Peter looked down again. It was true, of course; even if he'd busted him dead to rights with the suit, he probably wouldn't have wanted to admit it. He'd have tried to cover it up somehow. "I know. I just… why does it matter to him? And how did he figure it out so quickly?"

"I can't answer that, Peter. I don't know. He's a genius, and that's the best I can tell you." She squeezed his shoulder, walking back to the stove to stir the food. "But you should try to look at the bright sides."

"There's bright sides to this?" he murmured, but she either didn't hear him or acted like she didn't.

"Your downfall could also now be to your benefit: he's a genius. And believe it or not, Peter, he cares more about the people around him than he pretends he does, and if I know Tony, he'll never let you completely out of his sight now, so to speak. And now that someone knows, you'll at least have someone to go to if you ever need to, without having to worry about exposing yourself." She paused, and when he didn't say anything, added, softer, "And I'm not just talking about Tony."

He exhaled a breath that he didn't realize he'd been holding. He was hoping she'd say that, even if he felt it wasn't really fair for him to expect it of her. After all, she barely knew him, and that was a serious amount of responsibility to just be willing to offer him. She wasn't his parent, or even his aunt, and yet… it was almost as comforting as telling May, and he was glad of the reassurance. Both that she would be there, and for the hope that maybe Mr. Stark finding out wouldn't be as bad as he feared. "Thanks, Miss Potts," he whispered.

She just smiled kindly at him. "I think it's time enough you call me Pepper."

He glanced back at her, surprised. "Time enough? We've known each other for a few days! Besides, it's just… respectful."

"Well, it's taken me a few days to get to know you better than almost anyone else, so I think it's only fair," Pepper retorted, clearly not swayed by his discomfort.

Peter just sighed and settled on not answering, knowing this was an argument he couldn't win, but couldn't keep a small smile from growing on his face. He didn't even realize that she'd successfully distracted him from his worries and lifted his mood.

He turned away from the window, settling down on the couch near his pile of blankets and pulling out his phone. He frowned when he tried to access the news and realized it was basically worthless. Duh. He'd heard Rhodey say that, he'd just been too panicked to actually register it in the moment. He sighed. "Hey, uh… is Jarvis still... active right now?" he asked, hesitating as he searched for the right word.

She was silent for a moment as she thought about it. "Most of Tony's technology is… well, just that. His technology, and it runs all on his security and his systems, so… he should be." She shrugged, raising her voice just slightly. "Jarvis?"

"Present as ever, Miss Potts," the AI responded almost immediately.

Pepper just looked at him and shrugged. Peter tossed his phone to the side and settled back into the couch. "Oh. Uh, cool. So, do you, uh, know anything about what's going on out there, Jarvis?" He wasn't sure how to ask what he wanted to know, or if the AI would even answer to him.

"It seems that the entity that the military is calling Malware has struck again," Jarvis answered, after only a brief moment of awkward silence where Peter wondered if it would answer. "All types of communications and electricity appear to be shut down within the radius of the city, at least. I can determine the state much farther out than that."

Peter nodded once, then frowned as a thought occurred to him. "Aren't you the same AI in Mr. Stark's suit? Are you talking to him right now, too? How does that work?" he wondered aloud.

The last question was more him thinking out loud than him actually expecting the AI to answer, but he did anyway. "I am... a software program, in essence, Mr. Parker. I have no consciousness, so I can be in multiple places at once. Think of it like a computer with multiple tabs open."

Peter blinked. "Oh. That makes sense," he blurted. He laid down, letting his head rest on the arm of the couch. "So it's not, like, interfering with him if I talk to you?"

"Not at all." The AI sounded almost like it was trying to reassure him too. Could it even do that?

He pushed the thought away. "Great. So, can you, like, tell me what's happening? I would ask if you could show me, but with the tv and stuff…"

"I don't need the tv." A holographic screen appeared between Peter and Pepper, making him start. The footage it showed made his jaw fall open. Not because of what was on it, but because…

"I… I didn't mean… you can see through his suit? That's so cool!" Peter sat up, leaning towards the holograph. He could tell immediately he was seeing through the eyes of the suit that Mr. Stark was currently in, and he could actually see the displays popping up in the man's suit as well. He was fascinated by it for all of a minute before he leaned away again, a sudden pang of guilt and worry rising in his chest. "I, uh, don't know if I should be seeing this, and I actually just meant the news, so maybe you should-"

"There is no news currently, Mr. Parker," Jarvis interrupted, but not harshly. "All outside communications are down, including tv and broadcast signals."

"Oh," Peter muttered. "Right." So it was watch through the suit and risk Stark being mad for him basically spying on the older hero, or sit in the dark until he got back.

Oh well. He was already in deep shit. He couldn't get a whole lot deeper.

Watching through the suit was both fascinating and scary. It was almost like he was there himself, but he couldn't do anything about anything he saw. At one point he asked Jarvis if it would be possible for him to hear what was going on as well, but the AI responded by telling him that audio to the suit would be two-way, and so he immediately dismissed the idea. Aside from the fact he'd be busted dead to rights if he so much as breathed too loud, he didn't want to say or do anything that could distract Mr. Stark, especially if it resulted in him getting hurt.

So he sat there for a while, content to watch and make educated guesses based on the situation. At least he was until the footage cut off.

It happened all of a sudden. One second, he was watching Mr. Stark fly over a massive intersection piled high with cars that had crashed when the traffic lights failed, and the next, there was nothing. The holographic screen was still there, but the footage just… winked out.

Peter was stunned for all of a second before demanding, "What happened?"

"The connection with Mr. Stark's suit has been lost."

Peter gaped, looking at Pepper. She was still sitting in the kitchen, but she too was looking at the empty holographic screen with worry. "What do you mean, Jarvis?" she demanded, her brows furrowing together with worry.

"My access to Mr. Stark's suit has been cut off." Hell, even the AI sounded worried.

Peter looked at Pepper, who looked like she was trying really hard to find a reasonable explanation and not totally freak out. "Has that ever happened before?"

"No." Her voice was barely above a whisper.

Peter stared at her, then jumped to his feet almost before he knew what he was doing. "I'll-"

"No. No, you won't." She was at his side in an instant, putting a hand on his chest to block his path, as if that would stop him. "You're not going to do anything but stay here."

"But if his suit went down, that means-"

"I know what it means, Peter," she interrupted, not quite able to meet his eyes. "Believe me, I've been here since the beginning. I know what it means. And I'm telling you that for you, it means it's too dangerous for you to go swinging in there. If something took out Tony…" She took a steadying breath, looking up at him. "You can't go. It's that simple."

What was he just thinking not that long ago about her not being his parent? She sure seemed to think she was now. He sighed, frustrated. He knew she was just trying to help, and that she was just worried about him and didn't want to risk losing them both, but…. "I have to." She was shaking her head still, but he pressed on. "If he has no connection to Jarvis and everything is really out, how is he supposed to call for help? If something is really wrong and I don't go after him… no one will even know. Please, Mi-... Pepper," he corrected himself, hoping fixing the slip up and calling her what she'd asked would help his cause.

Pepper looked away, and he could see the war of logic and emotion raging in her face. "I… am not giving you permission, but I can't stop you. But I swear if you come back with so much as a scratch, Peter-"

He wasn't listening, not really, not after the point where she'd said she couldn't stop him. "Yeah, got it! I'll be fine, promise!" He flew passed her, bolting into his room and grabbing the suit from its hiding place in his duffel under the bed, practically tearing off his clothes and pulling it off at an alarming speed. Then he bolted back out, heading for the balcony.

Pepper was waiting for him there. "Wait," she called, and he stopped with one foot out the door, his heart sinking slightly. She wasn't going to try to stop him now, was she?

But she didn't. Instead, she approached him with what appeared to be a watch. She took his hand and fastened it on his wrist, just below his webshooter. "My watch," she told him. "It's Stark tech, so it should still work, and I have admin access to Jarvis, so you should be able to communicate with him, find your way there and back. But be _careful_, Peter." She squeezed his hand, looking like she wanted to say or do more, but didn't.

"I will. I promise." He squeezed her hand back, then pulled away, letting the first web fly and starting to swing his way towards the city.


	11. Chapter 11

**Hey guys! Sorry this update took so long. I'm getting ready to go into my freshman year of college and with move in day being a little over a week away, its been hard to find the time this week. That said, I apologize in advance that this probably won't be the last time. As of right now, my update schedule is basically off until after school starts and I have some idea of what things will be looking like for me for the year. I promise I'm going to try to keep updates to at least once a week for one or two stories, but they'll be random, basically. Sorry. **

**All that said, I'm still working on some special stuff for you guys, and I won't be disappearing completely, promise. Until the next update... enjoy! **

Tony had no idea what happened.

He was patrolling the city, looking for any sign of anything that could have caused all this. With something this widespread in reach and scale, and everything that had gone down, there had to be some kind of local hotspot here, some kind of tech in the area to help take all of this stuff down. He had no proof that there was - not yet - but logically, even in just one city, knocking _everything _out like this would take a massive amount of organization and dozens if not well over a hundred people. And if this guy actually intended to take on a large scale event, that number would have to be multiplied by hundreds. No, that just wasn't feasible. Now, if he had some kind of tech that was multiplying the effects, helping them keep control with a minimal number of people… that would make more sense.

It was a hell of a lot scarier, because it made it seem all the more feasible, but it made sense.

He had no idea what kind of tech he was working with at the moment, but he wasn't going to make any assumptions. He'd seen the guy's suit and he was looking at his work firsthand. Whoever Malware was, he was smart, and he was certainly connected. If the suit he'd seen was anything to go by - at least, if it functioned half as well as Rhodey had claimed it did - then he had little doubt the guy could make or at least had access to the type of tech that would make it easier to do something like this.

And so he looked around, having Jarvis scan anything and everything around him to see if he could find any hint of anything in the area that could be helping perpetrate this, even as he helped Rhodey and all the responding emergency personnel find and save as many people as possible from disasters that had happened as a result of it.

He was mainly going around from block to block, scanning everything and helping pull apart cars that had crashed when all the traffic lights had gone down. There were massive pileups everywhere, but he stuck to the ones where there were still people inside with hope of being saved, especially if the cars were in positions that emergency services were having a hard time getting them out of. He knew Rhodey was around somewhere with them, doing something probably pretty similar. They'd met up in the middle of the city and made quick plans to split directions, knowing they could do more separate for now, and while they'd communicated over their comms a few times, mostly to report a lack of success in finding any clues, they'd both been mostly silent for a while now. Neither of them had found anything they needed to communicate, and Tony was sure Rhodey had some military higher-ups also barking in his ears, so he just left him be.

This was working pretty well, and had been going on for about an hour when it abruptly came to a stop. Or rather, _he _did.

One minute, he was talking to Jarvis, running constant scans on his surroundings, on people's vitals, on the crumpled tin cans around him to see if people were in them, and generally trying to do whatever he could to help with the massive destruction. The next minute, Jarvis's voice abruptly cut off, and so did his visuals. There was a soft whir as his suit completely powered off, and he barely had time to think _oh shit_ before he started falling.

Only one time had anything remotely similar to this happened, and it was on his first test flight, when he'd flown too high into the atmosphere, and his suit had iced over and he'd simply plummeted to the ground from the highest elevation he'd been able to reach. He'd figured out how to break off the ice in time to keep him from becoming a splatter spot on the pavement, but…

But now he had no idea why he'd lost power or what was happening. He'd been hovering right above an electric pole, scanning the streets for his next task. There was no logical reason for it.

He only had time to thank God that he was only a few hundred feet above the ground this time instead of a few thousand before he went crashing into it and everything went black.

Peter probably couldn't have gotten there any faster if he was flying.

Half the time, he wasn't even sure what he was shooting towards. He just swung towards the city, letting Jarvis's voice guide him. He was grateful for Miss Potts' watch, because in his haste to leave he hadn't really had much of a plan to locate Mr. Stark other than head toward the city. But with her watch, he had Jarvis giving him the shortest route to Mr. Stark's last connected location, and it made finding his way to him much easier.

He couldn't help but be appalled by the state of the city as he started getting deeper into it. In the fading light of the day, it all took on an eerie glow. The only places he passed that showed any signs of having electricity at all were hospitals, thanks to most of them having to have backup generators strong enough to power everything in it. But there was destruction and chaos everywhere as everyone tried to either find their way home or flee the city, but it was such a mess that he couldn't tell who was trying to do what or if any of it was amounting to anything.

Several times he almost stopped to help people before refocusing on the mission at hand. That's what emergency services were for; but he had to find Mr. Stark and help him. Chances were no one but he and Pepper even knew he'd gone down.

It took a few minutes of scanning, but with Jarvis's help, he finally located the Iron Man suit, crashed out in an alley a few blocks from a major intersection. He swung in and landed beside him.

"Mr. Stark?" He hurried over, kneeling beside the fallen man. "Mr. Stark." He put a hand on the shoulder of the suit, shaking him lightly. He had no idea how to get his mask to retract, or how to get Jarvis to scan for injuries if the suit was shut off. He glanced at the watch Potts had given him, about to ask Jarvis if he could do it, only to see that it had shut off sometime between him pinpointing Stark's location and swooping in.

There was a low groan from the suit, and then the mask retracted as Stark started to sit up, a hand going automatically to his head. Peter helped him get into a sitting position against the wall. "What the hell…" Stark blinked a few times, rubbing his eyes and then suddenly seeming to realize that he was there. He opened his mouth and then closed it, his eyes narrowing when he realized who exactly it was. "Kid?"

The time for denying it was long past, so Peter just sighed, taking off the mask after a quick glance around. "Mr. Stark, I-"

"Don't "Mr. Stark" me, kid. What the hell are you doing here? What were you thinking?" He wiped some blood away from a cut above his eyebrow, his eyes dark and serious. "You shouldn't be here."

"I know, but, Miss Potts and I were watching your suit feed since there was no news and then Jarvis lost connection with you and I just thought, you might need help and since that's never happened before and you could be hurt and no one would know because if you couldn't communicate with Jarvis and communications are still out then-"

Tony just stared at him with an unimpressed look until he trailed off. On one hand, he knew what the kid had been trying to do, and he was right, to an extent. But on the other, this just further proved his impulsiveness and not to mention increase Tony's own level of worry about him and what he could get into. If there had been active fighting going on here and he'd just swooped in… he didn't want to think about it. "And what would you have done if I was injured?" he asked him.

"I don't know. Depends on how injured you were. Look, I'm-"

"Don't even say you're sorry right now. We'll deal with this when we're back at the mansion." Tony sat up slowly, wincing. His suit had kept him from getting any real damage except the cut above his eye, but he'd still be feeling sore for a while. "Head back. I have to find Rhodey and then I'll be right behind you."

"But Mr. Stark-"

"No buts, kid." He got to his feet, shooting Peter a look when the boy reached out to steady him and sighing slightly at the barely-masked concern on his face. He softened his tone a little when he spoke again. "I'm fine, kid. I just fell when the suit shut down, alright?"

"But how are you going to get back if it's not working?"

"Rhodey has me covered. Now head back and tell Pepper everything is fine and I'll be back shortly."

Peter sighed, nodding as he slipped the mask back on and scaled the nearest building. Tony watched him until he swung out of sight, then sighed. "I really need to do something with that suit," he muttered, stepping out of the armor to get his phone from his pocket and calling Rhodey.

True to his word, Peter had barely been back at the mansion for about fifteen minutes when the sound of iron clanking echoed in from the open balcony doors.

Peter had entered the same way he'd went out, telling Pepper that Mr. Stark was okay and would be a few minutes behind him before going to change out of the suit. By the time he had touched down on the balcony, Peter had changed into nightclothes and had settled in their little hub area with Pepper to eat the soup she'd made.

Peter carefully kept his eyes on his soup as he heard the elder hero enter. Pepper jumped up, hugging him without seeming to notice the tension that came into the room with him. "Tony! Jesus, you scared me!"

"Losing power to my suit wasn't exactly my idea," Stark grumbled, resting his hand on her shoulder for a moment before pushing her away gently. Peter could feel his eyes boring into him, but he didn't look up. "I'm going to change. I'll be right back." It was as much a nudge to Pepper to let go of him as it was a warning to Peter.

Pepper sighed and stepped away, watching him disappear down the hall and sitting back down. She picked up her bowl again and curled back up, looking at Peter after a moment. "Peter." He glanced up at her, and she smiled gently at him. "Just remember what we talked about, alright?"

He sighed and nodded silently, getting up to get another bowl of soup.

He'd just settled back into his spot on the couch with his bowl when Stark came walked back into the room. He swept his eyes over their setup and nodded once to himself, then went to the stove to get his own bowl of soup. Peter avoided looking at him, feeling his nerves rise in his chest again. Okay, so he had been so worried about him being hurt that he'd basically forgotten to be nervous and why he had been before when he'd went after him earlier, and he'd basically been dismissed before they could arise again. Now, back at the mansion, and having had time to stew on it again before he'd arrived, he couldn't quell the swell of emotions rising from his stomach to his throat. So he forced himself to focus on his soup, and deciding not to speak until he was spoken to. He didn't know how to or if he really wanted to start this conversation with him, didn't know what or how much he wanted to say, but he also knew that he definitely wasn't going to get off the hook for it by trying to start a conversation about something else. So he simply waited, nursing his second bowl of soup in silence.

It was agonizing, not least of all because he could hear every breath the other two took, and as close as they were with the couches, he could even hear the soft humming of the arc reactor in the elder man's chest when he sat down across from him. Still, that sound wasn't enough to cover the thundering of his own heartbeat when, after several minutes of all of them eating in tense silence, he heard Stark exhale a deep sigh and felt his eyes focus on him again.

"Alright," Stark started suddenly, and Peter closed his eyes for a moment and mentally steeled himself before looking up at him. His eyes were dark and serious, and Peter could see the emotions he was trying to tamper down on hiding just below the surface. "I'm gonna be honest, kid. I don't even know how to begin to deal with you right now. Aside from the obvious, which I promise you we'll get to later, let's just stick with earlier. What the _hell _were you _thinking_?"

There it was, the fury he'd seen him trying to hold in. He bit his lip. "I was thinking that everything was down and your feed cut out and you could have been hurt and needed help and-"

"And _everything _you just said proved exactly what I said earlier, Peter." Stark shook his head, looking exasperated. "You're too impulsive, kid. You let your emotions rule your logical thought. You swung in there after me without even considering that if something had actually taken me out, then it was probably bigger than both of us and something you had no business trying to deal with. I had back up - in the physical form, and of communication. What did you really think you could have done, besides get yourself killed?"

"I don't know, okay?" Peter set his bowl aside, giving up on eating it. He shoved his hands through his hair. "All I knew at that point was that if you went out there and died and I could have done something… I couldn't let that happen." He took a breath, looking away.

The words hit Tony like a punch in the gut. Of course. He was mad, absolutely furious when the kid had showed up, and it had taken him a few minutes to realize it was less because of anything he'd done and more because the idea of him just popping into battle and getting hurt again like he had last time absolutely terrified him. But he hadn't even considered the information he'd obtained earlier. The kid had watched his uncle die right in front of him. Survivor's guilt combined with those powers he had… no wonder he never put a thought out for himself. In his mind, he'd already failed, already had the sacrifice made for him that allowed him to live this long, and he would do anything to try to make that right, even if it meant getting hurt.

The parallel wasn't lost in Tony, but that didn't mean he was okay with the kid having the same self destructive tendencies as him either.

"Because of what happened with your uncle." The words were out of his mouth before he could stop them. Even he wasn't sure if it was a question or a statement.

Peter's eyes snapped to him, shock and pain flitting across his face before he shut it down again. "You have no idea what happened with Ben." His voice was barely above a whisper. "Don't talk about it like you do."

"I don't have to know exactly what happened to know that you are blaming yourself for it and that it's part of the reason why you're so impulsive all the time. It'll get you killed, kid." He consciously made his voice gentler when he spoke, seeing the haunted look in his eyes but still needing to get through to him. When he didn't respond, Tony decided to switch up topics a bit. Even as angry as he was, he had a million and one questions buzzing around his head. "You know what? Fine. We'll talk about it later. But are you going to tell me _anything _without me having to pry it out of you?"

Peter frowned, straightening up and looking at him. "What do you want me to tell you? It's not like you haven't seen most of what I can do."

Tony leaned back, running a hand through his hair and exhaling a heavy breath. "Well, humor me, kid. It's been a while and I'm old, if you haven't noticed." He took another bite of his soup and raised an eyebrow at him, consciously trying to lighten the atmosphere some. Yes, he was still cracking with anger - and though he'd never admit it, worry for the kid - in his very bones, but he forced himself to keep it contained. It only made Peter clam up and not want to tell him anything, and he had a feeling he could lecture him all night and it wouldn't make a difference anyway.

He felt some of the tension melt away when Peter met his eyes and cracked a small smile at his attempt. "Yeah, okay. Well, I've... just got a lot of enhancements, really. I'm really fast, and weirdly flexible, and super strong. I heal, like, insanely quick. And I can stick to things, when I want to. That… was a problem for a while. And my senses are…" Peter stopped, shrugging helplessly as he searched for the word. "I don't want to say insanely strong again, but they are. It's like, if normal people are a 5, I'm like at least an 11." He stopped, looking back at him.

Tony stirred his soup, looking down at it thoughtfully. He'd seen the speed and strength firsthand, for sure. And the ability to stick to stuff, although he'd admittedly thought that was derived from the suit. His senses… well, he wasn't as surprised as he could have been, with what he'd seen. It actually made perfect sense, now that he thought about it. Like with the interview, when he'd pointed out his mistake. The kid had been able to spot a decimal out of place in a sea of numbers from across the room. Tony had been so caught up in the fact that he'd been able to accurately correct the mistake he hadn't even thought about the fact the kid shouldn't have been able to _see_ clearly that far.

Pepper seemed to have the same thought. "The math problem…" she murmured, and they both looked at her in surprise, both having almost forgotten she was there since she'd been so quiet. Tony had thought about asking her to let him talk to the kid in private, but there wasn't anywhere for her to go right now with the state of things and besides, she knew as much as he did, and her presence comforted Peter, so he hadn't.

"Uh… yeah," Peter said awkwardly. "Yeah, that was part of it."

Tony looked back at Peter, tilting his head. "Anything else I should know about in that area? Any other major changes?"

"Uh…" Peter thought about it. "I mean, I was a pretty sick kid before, and I haven't actually gotten sick since… well, this happened. And I stopped needing my glasses, since my eyesight is so good. I also have night vision."

Tony's brows drew together. "Night vision," he repeated.

"Yeah. Like, I can see. In pitch dark." Peter shrugged. "Product of my heightened senses, I guess. I also have like a sixth sense for danger. I can… sense things." He stopped. "That's a terrible explanation, but I don't know how else to put it."

Tony didn't need much more of an explanation though. Not when he'd seen it first hand. "I remember," he muttered. "Seeing you use it, in the city. And the way you knew I was there before I ever touched down…"

"Yeah, I sensed you behind me," Peter admitted. "Plus, well, I could hear your repulsors from a mile away."

Tony didn't know if he was being literal or not, but he quickly decided it wasn't prudent. "I… right. So is there any stipulations to this? Nothing you have to do to make your abilities work, or any way to tone them down?"

"The only thing I've discovered is that I need to eat. Like… a lot." He looked out the window, and for a moment Tony wondered what he could see out there where the rest of them saw only pitch dark.

He pushed the thought away. "How much is a lot?"

"I don't know," the kid admitted, and at his confused look, he continued, "I've never really... hit a limit, so to speak. Since the bite, I just… can eat, like, forever, and not really feel full. I mean, I can eat a normal adult portion and be fine - it's not like I'm starving all the time. But it's…" He trailed off, giving that helpless shrug again. "Again, it's hard to explain. But anyway, if I don't eat, that's the only time I've ever had trouble with my powers. One day I didn't eat breakfast and I apparently didn't have enough at lunch and I nearly blacked out on the subway home from school." He sounded absentminded as he told the story, his eyes far off. But he refocused suddenly, looking back at Tony. "It's not always so severe, but especially in the beginning, I had trouble trying to find a balance between what I could eat and what I needed to. Like with breakfast, I used to not eat it because money is always so tight and I used to be able to get by without it, but I realized pretty quick that I couldn't do that anymore. If I eat too little my abilities start to dim or I start losing control over them, but if I don't stop myself I could clear out our whole fridge." He shrugged.

Tony rubbed his jaw, nodding slowly. "So that's why I noticed you stop."

It took Peter a moment to realize he meant at breakfast. "Yeah. I'm used to it though. Like I said, as long as I eat a little more than normal I'm fine."

"But if you ate to capacity…"

"I don't know that I have a capacity, Mr. Stark," Peter admitted, looking almost embarrassed.

Tony chuckled, setting his bowl aside. "Of course you do. Everyone does, crazy metabolism or no." That was the only logical explanation. "We'll just have to find it." He paused, looking Peter over and sensing he'd relaxed enough to ask some heavier questions again with better results. "Why didn't you tell me?" he asked quietly, knowing he would know what he was referring to.

Peter sighed, rubbing his forehead. "Maybe for the same reasons you never contacted me." Tony just gave him a look that clearly told him he knew that was a bullshit answer and a challenge to a question he'd already answered earlier, and the boy huffed. "Look, I don't know, okay? I… I guess I was afraid. That you'd be mad, or that you'd think I applied to the internship because you're _you_ and not because I actually wanted to learn something. And I've never told anyone any of this before, so admitting it, even though I rationally knew it would be insane to believe you would do anything… _bad_… with the information… I just couldn't."

"Couldn't trust someone who couldn't keep their own identity a secret very long with yours?" Tony asked, smiling wryly at him.

Peter's eyes snapped back to him. "I didn't say that. It's not- that's _hardly_ what I was worried about, Mr. Stark."

"But of course it was a worry. Relax, kid. I get it." He sighed, leaning back and fixing Peter with a contemplating look. "If you didn't really intend to tell me, why'd you bring the suit?"

The teen shrugged, toying with the spoon in his bowl of soup. "More comfort that anything. I knew if I started patrolling around here, then you'd figure it out, but… I felt like I needed to have it. In case of an emergency."

Tony pressed his lips together silently, his eyes flicking from the kid to the bowl, his attention drawn to it by his movement. "How many bowls of soup did he eat?" he asked quietly, throwing a sideways glance at Pepper. She held up two fingers in response. He looked back at the kid, whose eyes had widened slightly at the whisper, but he spoke before Peter could say anything. "Pause. Get another bowl of soup."

Peter blinked. "What? No, Mr. Stark, I'm fine, really-"

"I don't think so. We're not doing any more of this holding back stuff on my watch. It's not like I can't afford it, and better you finish the pot than it go to waste." Tony nodded toward the kitchen. "Move it. We can't keep talking until you do, and I think you'd prefer to hear what I have to say."

Peter stared at him for a moment. The rather rebellious thought popped into his head that he could just get up and put the bowl in the sink and walk out, and then maybe get away with not talking to him until tomorrow morning. But he didn't think Stark would actually find it funny or just let him walk away, even if they didn't have to stay in this part of the mansion for the night where the temperature wasn't at an ungodly hot level due to the lack of circulation from the power outing. So he sighed and got up, taking the bowl and filling it again before returning to the couch. He looked pointedly at Stark and took a bite.

"Better," Tony approved, unable to keep his lips from curving into a smirk for a whole half-second before he forced himself to sober up again. "Look, I'll be honest with you. Am I mad? Yes. I'm furious, on a level, although not all of it is directed at you. But I also understand why you did it." He leaned forward, fixing him with a pointed look. "What _you_ need to understand is that on no level is this going to be acceptable for as long as you're under my care." He paused, then added, "And honestly, probably after, because I'm a control freak and I'm well aware of it."

Peter frowned, his brows drawing together again. "Uh… what's not acceptable, exactly?" They'd been talking about the food and before that his powers, but he wasn't entirely sure what he was referring to at this point.

Tony crossed his arms. "Anything that you've done up to this point, honestly. None of this keeping secrets anymore - at the very least not ones imperative to your survival. And no more of this impulsive behavior. You're not going out as Spider-Man without my permission, period. And don't think I'm kidding. I'll take that set of pajamas you call a suit if I have to."

Despite the fact he hadn't intended to go out as Spider-Man in the first place, being told he wasn't allowed to made him instantly mad. Especially when he insulted his suit. "Hey!" he protested, indignant. "You can't just ground me from being Spider-Man and take my suit. You're not my aunt, and you're certainly not my dad. And you'll have to excuse me if my suit is not exactly up to _your_ standards. I did what I could with what I had. Not everyone has the time or the resources to make fancy suits like yours." He crossed his arms over his chest, knowing he sounded like a petulant child but not caring in that moment.

Tony didn't seemed to be bothered by his attitude. He just raised an eyebrow at him. "You're right, of course. But being as your aunt doesn't know, and you're currently under my custodial care, I think I'm well within my rights to do exactly that. Besides, you're also right about the suit. You didn't have the resources to make it any better than it is. But I do. And so I think it's perfectly reasonable to ground you here until we can make you a new one. After all, can't go out without one of those, can you?"

"I don't think-" Peter stopped suddenly, his eyes widening as the rest of what Tony said registered. "Wait, what? You want to make me a new suit?"

"No. I want to give you the resources to make a new suit. _With_ my supervision," he continued quickly at the grin that spread onto Peter's face, seeming to take up more of it than should be possible. "And that's conditional, kid. On your behavior, on you accepting the fact that I'm still in charge and the fact that I have the right to add or veto anything whether you like it or not, on you letting me work with you and get you some proper training. I want to help you, but that's a package deal. I'm not giving you a new suit and turning you loose. Not on my watch." Tony leaned back again, watching the kid as he digested everything he'd just told him. "Do we understand each other?"

Peter stirred his soup slowly, staring down into it as he thought about what he'd said. Then he nodded slowly. "Yeah, I understand." It'd be pretty irresponsible of him not to have some kinds of conditions and controls in place for an offer like that. But it wasn't like he didn't need the new suit, and he could definitely use the help, even if the thought of training with or being constantly looked after but the older hero made him nervous.

"So we're agreed?"

"Yeah."

"Good. Now finish your soup and try to get some sleep." Tony stood up, pulling his phone out of his pocket. "I gotta make some calls before I settle in for the night." He pointed at the bowl and warned one more time, "Eat. I mean it." Then he simply turned and walked out of the room, leaving Peter buzzing with thoughts and unanswered questions to wonder how he was supposed to eat or sleep after all the excitement of the day.


	12. Chapter 12

**Hey guys! I know this is pretty short compared to some of the other chapters, but it was basically much needed filler. Plus I'm working on a few other really exciting projects, but I wanted to make sure this still gets consistently updated. Keep an eye out for those! And thanks for all the support towards me and the story! I love you all 3000! **

By the time Tony returned to their little hub area about an hour later, the kid was asleep on his chosen couch.

Tony sighed heavily, watching him for a moment and settling back down across from him. At least he was sleeping. He didn't know what would have happened if he was still awake, but he didn't have enough energy to continue pushing him tonight. There was still more he wanted to know, needed to talk to him about, but he needed to think about exactly how he wanted to go about those conversations first. And get some rest, because these had been some of the longest couple days of his life.

Pepper was sitting on the opposite end of the couch - it was a big one, plenty long enough for both of them - curled up against the arm and still working on her tablet. She's been half-busying herself with it while he talked to the kid, but she was obviously still listening. She must have changed for the night at some point, although he wasn't sure when, since he'd honestly been more focused on other things since arriving back home.

He exhaled a long breath, stretching out his legs and trying not to think about how badly he was going to ache in the morning from sleeping on the couch. It was either this or suffocate in the heat of the rest of the building, so he'd have to cope and deal.

He leaned his head back against the arm of the furniture and glanced back at Pepper again. "Don't you think you should call it a night at some point?"

"This, coming from you, _the_ workaholic?" She didn't even look up.

He couldn't even deny it. "Hey, I never claimed I wasn't. That being said, one of the few times I'm not working all hours of the night, and you're busy trying to take on that role yourself. I gotta admit, watching you work is cute, but it also stresses me out when you're working and I'm over here trying very hard not to."

That made her pause and look at him, her brows raising slightly. "Did you really just call me cute?"

"I think I did, Potts. Problem?" He quirked a brow at her.

"No, I just…." No, she was well used to him making innuendos and inappropriate comments at her. It didn't bother her; they were both adults, and he'd never actually went far enough to make her uncomfortable. He knew when to back off. It was just… cute? He'd never called her that before. It just seemed too pure to have come out of his mouth. Like it might be an actual compliment instead of a defense mechanism. "Nothing." She stopped, sighing as she locked the tablet and set it aside. "Is that better, Mr. Stark?" she asked, only half-joking.

"Much better, Miss Potts. Your consideration is always appreciated." He tucked an arm under his head, sighing a little.

For a few minutes, they were both quiet. Having been stripped of anything else to do, Pepper eventually turned and started to settle in, laying down and making herself comfortable under the blankets. She glanced back at Tony to see him staring at Peter, his mind clearly somewhere far away. She smiled at the sight, taking it in for a moment before murmuring, "You handled it well, you know."

He blinked as he refocused, his eyes snapping to her. "What?"

"You did well. With him." She looked at Peter, sleeping peacefully a few feet away. "The whole setup was a jerk move, but the way you handled it tonight was…" She couldn't find a word to describe it exactly how she wanted to.

Tony just sighed again, closing his eyes. "He just… I had to be sure, Pepper. Especially with everything that's going on. It was the quickest way. Believe me, I felt like an asshole after." He paused, opening his eyes. "I'm sorry you got hurt," he added, quieter.

She'd been irritated about it earlier, but now that she's had some time to cool off and reflect, she just waved it off. "It's just a bruise. You've given me worse yourself."

"I suppose I have." He was quiet for a moment. "He scared the hell out of me, Pep. He still does. And he was right, to an extent. I was furious, I still am, and I'm not even entirely sure why." He looked up at her, looking almost lost. "I thought I had no idea what I was doing being a mentor to a normal kid, but… a superhero kid? That's…" He stopped, struggling to find a word that encompassed all mixed emotions on the subject. "Terrifying," he finally settled on. "Especially right now. Because if someone messes up - someone, anyone, it doesn't even have to be either of us - and he gets hurt… that's my fault. And it's even more my fault now than last time, because this time I know, this time I'm the one who brought him into danger."

Despite herself, Pepper couldn't keep her lips from curling up into a small smile as the normally composed mechanic basically rambled his nerves out in front of her. Sometimes, he drove her absolutely insane and made her wonder why she'd taken this job. Other times, like right now, she remembered exactly why she stayed. "Tony," she broke in gently, when he finally paused for a breath. "Believe me, no one knows how you feel right now more than I do. And fear and anger are normal responses to when someone you care about puts themself in danger-"

"Someone I care about? I barely know the kid." He scoffed, like it was crazy even though he'd just talked for a while five minutes about how worried he was about the kid, throwing an arm over his eyes.

"Tony." Her voice was a bit firmer this time - and just a hint sadder. "You care about him. And it's only to be expected. I know his shenanigans are going to be… hard for you to deal with, but one day you'll get a handle on it." She stopped, looking away. "Or at least you'll get used to it eventually."

She heard him sigh heavily. "I think… I need his help," he admitted quietly. "And that's what scares me the most. I don't _want_ it. But tonight just proved that he'll throw himself into it whether I allow it or not, and until I can do some reconfiguring on my suit… I don't think I have a choice but to let him. And if he gets hurt… God. What am I going to tell his aunt?" He stopped for a minute, taking a shuddering breath. "Why do people have kids? Honestly. This is too damn stressful and he's not even _mine_."

Pepper couldn't stop the chuckle that escaped her, even with the seriousness of what he was saying. "I don't know. Maybe because what you get in return for taking care of a little monster is entirely worth it." _Or a big one_. She couldn't stop herself from thinking it. She didn't have any kids of her own, but many days Tony was like an overgrown child and she still took care of him. Enough days that she wondered occasionally if ones like these were worth staying for, but… the answer was always yes.

She glanced over to see his dark eyes fixed on her again, his expression almost… _guilty_ for a second as he finally seemed to realize she was referencing him before returning to being contemplative, the emotion gone as soon as it appeared. "Is it really, though?" he asked quietly, those dark eyes boring into her, and she couldn't help feeling like he was seeing right into her soul. She looked away to hide her flush, nodding once. "Well, good. I'm glad you feel that way. Because you just signed up to help me."

Her gaze snapped back to him. "_What_?"

"You heard me. We both know I can barely manage myself most days. I'm afraid you're going to have to help me with the spider baby. You know, coparenting and all that." His eyes glinted with mischief when she met his gaze, his smirk only growing at her apparent surprise and dismay. "Don't worry, I'll make sure you're properly compensated. Whaddya say, double your salary?" He stopped himself, brows drawing together a bit. "No, that's not enough. I've owed you a raise forever now; you earned it a long time ago, so… double by two and a half. How's that?" He looked at her expectantly.

_Speaking of children…_ He looked like a little kid showing his crayon drawing to his parent and expecting a gushing response. She wasn't quite over the surprise-and-dismay step though. She closed her eyes for a moment and shook her head slightly, trying to get her thoughts back into order. "I… Tony, that's an _insane_ amount of money-"

Tony waved it off, rolling his eyes. "You of all people should know how I feel about money," he scoffed, but she kept talking over him.

"-and I just… okay, first of all, I've never done this either, and I get how you feel about protecting him, but he's a kid, not a stray puppy! You can't just _keep_ him."

That gave him a pause, but in the end he just shrugged. "We'll worry about that at the end of the summer. He's with us now; that's what matters."

It was her turn to roll her eyes, but she simply pressed her lips together. She couldn't argue with the fact they had to deal with the here and now first. "Fine. But I'm only accepting double."

"Fine. I'll just have to shower you with gifts to make up the extra half." She made an exasperated sound, but he held up a hand before she could speak. "No arguments! Else I'll make it triple. You can pick one or the other in the morning. Now go to sleep."

She scowled at him, but it was half-hearted. He just gave her a knowing look as she settled down and turned away from him, closing her eyes.

Tony laid awake long after she was asleep, his head still swirling with thoughts. He'd meant everything he'd said to her. Now he just had to figure out how to deal with most of it.

Despite his exhaustion, it was a long time before sleep found him.


	13. Chapter 13

**Hey everyone! I'm so sorry this chapter has been so long coming. I had my move in at college and classes starting to deal with, and then this chapter just did ****_not_**** want to be written. I still don't think this turned out as well as it could have, but it's written! (Minor sidenote, I could seriously use a beta if anyone is interested in that type of thing. Let me know in a comment or a PM if you would be interested in taking on this or one of my other stories in that capacity!)**

**Not much happening big plot-wise, but this was necessary for moving it forward. Anyway, I won't talk for too long, since I already made you all wait almost a month for this, so for now I'll just say I love you all 3000 and I really hope you enjoy! 3**

The next morning, Peter groaned as the sunlight through the glass windows roused him.

It was a product of his heightened senses; not just a thing where any noise that wouldn't normally wake someone up was loud enough to do so for him, but lights were brighter, darkness was darker, his eye sight was clearer, and a million other little things affected him differently than everyone else. So even though the sun was barely beginning to rise, streaming dim, beautifully colored light through the window, it was enough to have him awake.

He pushed himself up and rubbed his eyes, yawning hugely. He glanced around. Mr. Stark and Miss Potts both were still asleep on opposite ends of the couch across from him. "Jarvis?" Peter asked in a half-whisper.

"Yes, Mr. Parker?" the AI answered immediately.

Peter glanced around. The overhead lights were out in their little hub area, but they'd been turned out to help keep the temperature down, and he could swear he heard the telltale hum of appliances around the house. "Is… is the power back on?"

"Electricity and most other functions have been restored to the city. Everything should be up and running again," Jarvis confirmed. "Power and communications went back online at 4:27 this morning."

"Okay. Thanks." He ran a hand through his hair, wondering what he should do. If everything was back on, he didn't have to stay here. Neither did they, actually, but while he was sure he could carry both of them to their beds, he thought it was a better idea not to. He didn't think Mr. Stark would take too kindly to that.

He got up and sighed, folding up all his blankets and putting them away before heading back to his quarters. He needed to shower and change. He had no idea what this day would bring - with everything that had happened yesterday, it was impossible to even guess. But he knew he really needed a shower.

So that's what he did. He exited their little hub area quietly after cleaning up as much as he could, going to his quarters and showering. Then he threw on old jeans and one of his punny math shirts and went back out.

When he came back out, the two adults were both still sleeping. After a quick mental debate, he went to the kitchen to make something for breakfast. He was no expert in cooking, but he could cook well enough to make them all something.

He set to work making pancakes and was stacking a plate high with them when Mr. Stark woke up. He heard the change in the older man's breath as he shifted from sleep to awareness, and the sound of his footsteps long before he actually neared him. He didn't even look up as Stark stepped up beside him, starting the coffee pot and turning to look at Peter with bleary eyes. "Cooking, Mr. Parker? I wasn't aware chef was on your list of skills."

"It's not exactly, but my aunt is a horrible cook, so I've had to learn at least the basics to survive," he explained, flipping a pancake. He was still nervous around the elder man, but he felt a lot better about talking to him with his big secret now in the open.

Stark nodded sagely, as if this made sense, watching the coffee pot perk and letting Peter make a few more pancakes in silence before he seemed to notice the size of the stack that he was still working on. "That's… a lot of pancakes."

Peter knew he didn't mean it offensively, but he still blushed slightly. "Yeah. I told you I eat a lot. And I wanted to make sure you and Miss Potts could eat too."

Stark blinked. "Kid, you didn't have to cook for us-"

"It's not like you won't both cook for me at some point," Peter countered, shrugging. "And what's a few extra pancakes when I was making so many anyway?"

They looked at each other for a minute, then Mr. Stark shrugged. "If you say so." He grabbed a few pancakes off the top and threw them on two plates, heading over to the fridge and opening it. "You like anything on your pancakes?"

"Whatever you have is fine. I'm not picky. Just plain syrup is enough for me." He shrugged, throwing two more pancakes onto his stack and then turning off the stove. He knew what Mr. Stark had said, sure, but twenty pancakes was more than enough for anyone, even if he was sure he could eat more.

As if sensing his thoughts, Stark's head popped out from behind the fridge at the sound of him turning off the burner. He eyed the stack of pancakes. "Is that going to be enough for you?"

"It'll be plenty. Worry about your toppings," Peter told him, unable to keep a slight smile from curling up his lips.

Stark narrowed his eyes at him, but apparently decided to drop the topic despite his apparent disbelief. "So I was thinking," he started suddenly, turning away to grab the toppings out of the fridge and setting some on the counter. "We should go down to my workshop today, get started on that new suit, or at least tossing some ideas out for it. I'd like to get a conceptual design going as soon as possible."

"Really?" Peter blurted.

"Well yeah. Why do you sound so surprised? I wouldn't have said it if I wasn't serious." Stark scoffed from behind him.

Logically, Peter knew that, but still. Maybe he just hadn't expected him to want to get to work on it so soon. Especially with what happened yesterday, he would have assumed that he had more pressing matters to deal with. He expected it to be a side thought, not a priority. "I don't know," he mumbled, taking the plate of pancakes and grabbing another empty one before sliding onto a seat at the counter.

"That's because it doesn't make any sense," Stark supplied, then turned to him and held up two containers. "Strawberries or blueberries?"

Peter considered it for a minute. "Blueberries."

Stark rolled his eyes. "Of course. You would be with Potts." He grabbed a handful of the berries for Pepper's plate and then slid the bowl over to Peter. He caught it, sprinkling the berries over the two plates of pancakes he had, then grabbed the syrup and poured it over both plates.

"For the last time, I'm allergic to them, Tony." Miss Potts had appeared on the opposite side of the counter, her hair messy and equally as bleary-eyed as Mr. Stark had been when he first appeared. "Can you be bothered to remember anything that's not about you?"

"I remembered you don't eat them," Mr. Stark countered, pushing a plate across the table at her. "That's something. And I was going to bring it to you, if that counts for anything."

"It does," she admitted, almost begrudgingly. She picked up the plate and gave him a half-smile. "Thank you, Mr. Stark."

"Don't thank me. Kid made them." Stark popped a piece of a cut-up strawberry into his mouth and turned to put the bowls of fruit back in the fridge.

Pepper turned to Peter, flashing him a warm smile. "Well then thank you, Peter. I didn't know you could cook."

"I can't, much. Easy stuff. But between May being a terrible cook and me needing to eat more than she realizes, I've picked up a few things." Peter shrugged, starting to cut up his pancakes.

Tony slid into a seat and narrowed his eyes at the kid again, filing that bit of information away for later. He knew he'd made sure last night that the kid was going to eat plenty while he was here, and in retrospect, he should have realized from the implications of the conversation that he wasn't getting anywhere near full at home, but now the realization hit him full force. He made a mental note to tell Pepper they were going to be picking up the Parkers' grocery tab from now on, but didn't say so aloud, knowing it would only be met with protests from Peter.

There was a nudge against his ribs, and he glanced over at Pepper to see her giving him a look that indicated his thoughts were showing on his face again. He smoothed it out promptly, sighing a little as he looked at her. For the first time he could recall in a while, even though she'd busted him drifted off in thoughts, she looked like she might actually be thinking about the same thing. It was kind of nice not to see her looking completely exasperated or pissed at him for once.

Tony shook the thoughts away and refocused, taking a bite of his pancakes. They were actually excellent. Not that he was entirely surprised - everything the kid had tried to do so far he'd been good at, with the exception of lying. What he was surprised at was looking up again to see that the kid had already devoured half of his first plate of them before Tony had even taken a bite. Holy _shit_. He definitely wasn't lying about the eating thing.

"You don't have to inhale them, you know. They're not going anywhere."

Peter looked up when he spoke, looking confused for a half second before realization dawned and he blushed a deep pink. "Oh, uh… yeah. I know."

Pepper kicked him under the table, smiling a bit at Peter. "He's just picking on you, Peter. Don't worry about it. Eat as fast and as much as you want."

Peter just nodded, turning back to his pancakes but still blushing faintly. Pepper shot Tony a look before returning to her own food.

They ate the rest of the meal in silence. Peter, amazingly, was the first to finish, despite having ten times the amount of pancakes as either of them. Tony didn't even realize it until he looked up and noticed the kid had gotten up and was cleaning up his dishes.

"You don't have to do that," Pepper said, apparently noticing the same thing at the same time he did.

Peter shrugged. "I don't mind."

Tony made an exasperated noise, unable to help himself. "Kid. I do. I'm a billionaire. We have staff to do that kind of stuff. And a mechanical dishwasher." He popped his late bit of pancakes in his mouth.

Peter looked down and seemed to notice the dishwasher integrated with the cabinets he was standing in front of for the first time. "Oh."

"Yeah. Oh." Tony got up and put his plate in the sink, pausing long enough to refill his cup of coffee before grabbing the kid's arm and pulling him away from the sink. "Come on kid. Let's get some work done." He glanced over at Pepper, addressing her for the last part. "If you need us, we'll be in the lab." He practically dragged Peter into the elevator.

Peter just followed him silently. As soon as the elevator doors closed in front of them, Mr. Stark released his arm and let out an audible sigh. Peter glanced over at him, but the elder man had his eyes closed, rubbing his temple with his now free hand. He'd noticed some tension between him and Miss Potts this morning, sure, and had sensed lots of silent communication going on between them, but it hadn't seemed like it was bad, so he hadn't expected Stark to look so… stressed.

In truth, Tony was stressed. For a multitude of reasons, including the kid, but also about the whole Malware situation, the unpredictability of the whole thing, and now… Pepper. It had just struck him that the whole scenario this morning had been oddly domestic. Tony Stark had never done domestic. And yet, he didn't mind it. It was actually kind of _nice_. Then the thought had also come to him, unbidden, that he didn't mind it, could get used to it. As long as it was with Peter and Pepper.

And that thought was ridiculous and dangerous, because frankly, he couldn't keep either of them. Peter would be going home at the end of the summer, and even though he wasn't intending to just throw the kid loose, he couldn't afford to get too attached. For the kid's sake as well as his own. And then there was Pepper, and… no. Just _no_. He couldn't go down that path. Again, for both their sakes. She was one of the few people in the world he trusted implicitly, one of the few people in his life he valued and thought he might actually not be able to live without, and if he screwed that up…

No. He couldn't even get into that. It wasn't worth the risk. Besides, he'd put her through way too much shit in the years they'd known each other. He was honestly surprised she still tolerated him at all. Trying to push things that far… now _that _would be pushing it.

The elevator stopped, and the doors slid open smoothly in front of them. Tony stepped out immediately, stalking over to his desk and pulling up a holographic screen. He started sifting through files, closing out things he wasn't intending to work on today or that he didn't want the kid to see - like the files on him and his alter ego that were still up, never having been closed before the power outing and thus being immediately rebooted when he'd opened they system again.

Speaking of the kid… Tony glanced up and realized that he hadn't moved but maybe a foot outside the elevator, looking around with a look of shock and awe, his mouth slightly open even as he grinned a little. Tony couldn't help but smile himself at the sight. It was so rare for anyone to fully appreciate his workshop, and he often forgot himself how amazing it was sometimes.

"You coming in, Pete?" He sounded slightly teasing even to his own ears, and he couldn't wipe the slight grin off his face even as he wondered where the hell he pulled the nickname from.

Peter looked equally as startled, but he said nothing, blushing as he stepped fully into the workshop. "This place is… just…" He stopped, clearly not able to think of any words that would do his interpretation justice. "Amazing," he finally settled on.

Tony chuckled. "I should hope so, as much as it costs. Now get in here and help me work on this suit."

Peter nodded, approaching the workbench he was standing in front of slowly. "Okay, but... I don't really know what I could do."

"It's your suit, kid. Surely you have ideas of things you wished it had in the past. I've got a basic diagram of the look of it-" Jarvis helpfully pulled up the markup of the suit that he'd started tossing together after a few sessions of mulling over the file on the vigilante as he spoke, "-but really, I need some input."

Peter stood stock still a few feet away, staring at the life-sized hologram of the suit he'd designed. His eyes were as round as the pancakes he'd scarfed down a few minutes before. "Uh, okay… well, what do you have?"

Tony grinned, a little wildly, and didn't waste anymore time before launching into an explanation of everything he'd already done.

They were there for hours after that. Talking, working, throwing out wild measurements and ideas and even going so far as to have Jarvis scan Peter again for measurements. Neither of them had any idea of how much time had passed until Rhodey called.

Tony was sitting hunched over a tablet, furiously imputing calculations and instructions into the simulation for Jarvis to translate into the suit design when his phone rang.

He was so far into what he was doing that he didn't even hear it at first. It wasn't until Peter tapped him on the shoulder and pulled him back to reality that he realized what the sound was and exactly what it meant.

"Hm? Oh." He rolled his eyes when he saw who it was, but reluctantly sat back and told Jarvis to answer it. "What is it, platypus? I'm kind of busy here."

"Tony, we need to talk about last night." Rhodey's voice came over the speakers, and Peter jumped a little, looking like he wasn't sure what to do. Tony waved him off, silently telling him he could stay. There was no point in sending him out when he was going to have to debrief him anyway.

"What's there to talk about? You went home before things got too exciting, just like in college." Tony glanced back at the tablet, pressing his lips together against the smirk that threatened to curl up his lips at the quiet giggle he heard from across the room.

"Tony, this is serious. You know what I mean. If Malware can do that, then-" He stopped, apparently not missing the sound either. "Who was that?"

Suddenly he wasn't smirking either. Now that was a question he wasn't prepared to answer fully. "My intern. You know, the one Pepper told you all about? He's fine. Anyway, yes, the situation is bad, I'm working on it. What more do you want me to say?"

"Um, something I can give the higher-ups? You know how much it took for them to let me debrief you on this? I need something to give them, Tony."

"What happened to not being able to pass information over the phone because it wasn't secure enough?" Tony asked distractedly, entering everything he'd just coded into Jarvis to be translated into the projection.

Rhodey sighed, and Tony could picture him rubbing his temples as if he were giving him a headache, which wasn't all that unlikely. "Just… tell me you have a plan. Something, anything, even if it's a lie, so I can tell them something and get them off my back."

"I have a plan," Tony said. His eyes drifted to Peter, who had stepped away and was making a fair attempt at not blatantly eavesdropping on their conversation by busying himself with the list Tony had ordered him to make, and he amended, "Well, I'm working on one, at least."

"Fine. I'll take that. But you know I'm going to need more than that, and soon, Tony. Before this gets anymore out of hand."

"Well, then come get it, platypus. You know where to find me."

Rhodey was silent for a moment on the other line. "We'll see," he said at last. "I'll try to get over there sometime this week. But you better actually have something for me then, or we're both going to be in trouble."

"Duly noted," Tony said dryly. He looked back over at Peter, who was looking at him, openly listening now. He met his eyes and offered him a wry smile. "I'll have something," he promised him. "One way or another, I'll have _something_."

"You better." He hung up.

It was silent for a long moment. Tony held his eye contact with Peter, letting out a small sigh as he tried to figure out how best to have this conversation. The biggest problem was the fact he didn't even want to bring the kid into it, and he knew as soon as he so much as opened it as a possibility, Peter would jump on it. And being the overexcited teen that he was, he would throw himself into it, and Tony was terrified from somewhere so deep inside he rarely touched on it that he would get hurt.

"I'm something," Peter said, so quietly he almost didn't hear it. "Right?"

Tony looked back at him and hissed a breath through his teeth. "Only if you want to be. I could use you on this, kid, I'm not going to lie. But your help is conditional."

"_You_ get to have conditions for _my _help?" Peter repeated, frowning. "Isn't that kind of backwards?"

"Not when I'm in charge of you and I'm in charge of making sure this situation doesn't go to hell," Tony countered. "Look, kid, I'm not stupid. If I tell you you can't help, you're going to do it anyway. The only difference is that I won't know when you're going to throw yourself into some crazy dangerous situation, and if I don't know, chances are I won't be in a very good position to help you. So yes, I've got conditions, and so help me, you'll follow them, or I swear I'll-"

"You'll what?" Peter tilted his head at him, looking for all the world like a curious puppy.

Tony faltered. "I don't know yet. But whatever it is, if you disobey me or do something stupid, you're not going to like the consequences."

Peter grinned at him, clearly amused by his lack of follow through and not looking near as frightened by the whole situation as he really should. "Deal."

He could knock some sense into him later, he decided. And they had plenty of time to discuss these conditions. "Alright," he said, waving his hands at the hologram and standing up. "Then first things first. You can't be of any help until we get this suit done, so… let's get back to work."


	14. Chapter 14

**So... I'm not dead. Hard to believe, I know. Between full-time uni, part-time job, a sport, and family/medical issues, I basically almost was for a while. I have another week or two before I'll probably be able to get back into some semblance of an upload schedule, but hopefully I won't completely disappear again. This story isn't dead! I still love it and you guys! That said, I definitely didn't realize how long it'd been since I'd uploaded. Someone commented and told me and I was like holy SHIT so... yeah. This is shorter than my normal upload length but I wanted to give you guys something after so long. Happy Thanksgiving everyone, and I hope you enjoy! 3**

They finished the suit just in time.

It took them two days to perfect the design, both aesthetically and in having all of the programs and systems that they both wanted in it. Then he had to have it made, which he let Jarvis run on his own through the night of the third day.

He didn't sleep either of those two nights, but no one else needed to know that. He'd done worse, after all. Besides, if he slept, then when was he supposed to design and implement the programs to keep Peter from doing something stupid, or alert him when he did? He certainly couldn't do it while the kid was _there_.

Apparently it was catching up to him, though, or maybe it was something to do with his age, because he crashed out in the lab on the third night some time after he sent Peter to bed.

In the end, it was good that he got some rest, even unintentionally, because he was going to need it for this day.

"Oh my God!"

Tony jolted awake with a start, half out of the chair before he was even fully awake. The blanket that had been draped over him - presumably by Pepper, in the middle of the night, bless her - fell to the floor, and his hand was already starting to stretch out despite the fact he wasn't wearing a suit.

He relaxed upon seeing it was just an overexcited teenager - the one that he had, unthinkingly, granted access to his lab, not realizing he was going to burst down here first thing in the morning like a kid on Christmas to get a look at his new suit.

He probably should have known better.

Tony fell back into his seat with a huff, smoothing a hand over his face. Despite the rude awakening, he couldn't entirely keep the corners of his mouth from tugging up at the sight of Peter gushing over the suit that had been designed and put together over the life-sized model in the corner. It was kind of like Christmas for him, he supposed. He certainly couldn't help feeling like a proud parent, seeing the reaction for the first time to his kid receiving the perfect gift.

The thought made him sit up a little straighter. There was those pesky thoughts again. Peter wasn't his kid. They weren't a family, and he had to give him _back_. He couldn't get too attached.

"Can I try it on, Mr. Stark?" Peter's voice broke into his thoughts.

Tony glanced up at the grinning kid and sighed wearily. He should tell him _no_. It was eight in the morning for God's sake. "In a minute," he relented, already cursing his own weakness. "If I'm going to deal with you slinging around the mansion in that thing already, then I need coffee first."

"Yes!" the teen crowed, punching the air with a fist and then spinning around. "I'll get it! Stay right there!"

Tony raised an eyebrow. "Do you even know-"

"Of course I do! Yours is easy," Peter answered immediately, and he was gone before Tony could say anything else.

Tony couldn't help but chuckle at the enthusiasm as he settled back into the chair. He glanced over as the door opened again, opening his mouth to say there was _no way_ Peter had brought him anything resembling coffee that quick, but closed it when he saw it was Pepper. "Oh. Good morning, Miss Potts."

"Good morning, Mr. Stark. Sleep well?" she quipped, and he rolled his eyes even though they both knew he didn't mind her teasing.

"I slept just fine, thank you." He smiled back at her. "But really, thanks for the blanket."

"Of course. I figured you'd have to be reaching your limit shortly, what after two all nighters in a row. You're not twenty one anymore, you know." She crossed her arms and gave him her best attempt at a reproving look, but she couldn't manage it for long when he wasn't actually doing something she didn't approve of for once.

He wasn't surprised she'd caught him, nor was he as abashed as he probably should have been. "Yeah, yeah, I know. Don't remind me." His body was already doing well enough of that. "What were you down here in the wee hours of the morning for anyway?"

Pepper just shrugged, looking away from him and towards the Spider-Man suit still sitting in the corner of the room. "Maybe I just wanted to get a glance at the suit you intend to send our adopted child out to fight in before it comes back peppered in bullet holes." She shot him a look, smirking a little as she walked over to get a better look. "You do realize that's how co-parenting works, don't you?"

Tony froze, half-smile still fixed on his face, not actually registering the second half of what she'd said. _There it was again_. The mental image of them actually having a kid popped in his head, but was almost instantly in conflict with the idea Peter being anywhere near flying bullets. "Yeah…" he murmured, unable to muster up a more eloquent response to that.

Fortunately, he was spared from having to do so by Peter bouncing back in at that moment. "I've got your coffee, Mr. Stark! Can I try it out now?"

Tony blinked and refocused immediately, sitting up and taking the cup of coffee from the kid. He was surprised to see that it was still full, considering how bouncy Peter was this morning, and even more pleasantly surprised when he tasted it and it was exactly how he normally drank it. "Sure, kid," he agreed amicably, falling back in the chair and scratching at his jaw, eyes tracking the kid but making no move to get up.

Peter ran over to get it, nearly slamming into Pepper, only noticing her for the first time when he dashed by. He paused long enough to call out a "Morning, Miss Potts!" and then he was gone almost immediately, suit under his arm.

Tony glanced back at her. Neither of them could quite quash the amused grins that they were both sporting.

"You can't possibly hope to keep him indoors now," Pepper told him, amused.

Tony was inclined to agree. He just had to decide what to do about it.

"Maybe we can set up the gym-" he began.

He didn't get to finish. A second later, Peter literally swung into the room, using the doorframe as a place to web and flipping onto the ground in front of his desk. He immediately pulled off the mask, grinning hugely. "Mr. Stark! This thing is amazing!"

Tony jolted up in the chair. "Kid, you can't just go swinging through the mansion!" he scolded, even though he was barely suppressing a grin himself, and he knew it was obvious.

Peter's grin faded just a bit. Enough to make him look suitably abashed, but his eyes still glinted with joy. "Where can I swing, then? You have to let me try it out completely before we go out for real! What if we get into a combat situation and there's something that needs ironed out? Besides, if you're going to let me help, they're going to see me in the city anyway, so-"

"Jesus, kid! Take a breath," Tony interjected, but he was still grinning, and Pepper was laughing silently behind him, covering her mouth with a hand. "Oh, would you both- fine! Go! You've got-" he looked at his watch. "Three hours. Be back by lunch time or so help me-"

"_Yes_!" The grin was back in full force. "You won't regret it, Mr. Stark!"

"I already do," Tony muttered, but the boy was already swinging out of the room. He was gone so quick Tony doubted he heard him, even with those super senses.

"You are _such_ a _sucker_."

Tony looked back at Pepper and sighed. He couldn't even pretend to be anything but amused by her assessment, nor could he disagree, because it was obvious now it was true. Plus her face when she was grinning at him like that, the way her eyes glinted and her shoulders shook with laughter-

"Oh, hush up, you," he muttered, as much to himself as to her. Then, just to try to detract from talking about himself, "Don't you have work to be doing, Miss Potts?"

"Just as much as you do, Mr. Stark," she retorted, grinning as she walked by him again. "So I suppose we should both get to it."

"I suppose we should," Tony agreed. He sighed to himself as she slipped out and closed the door behind her, then turned back to his desk. With her gone and the spider kid now out and about, there was no point in putting off the work to be done any longer.


	15. Chapter 15

**Excuses? I've got nothing. Sorry it's been so long. Things are calming down so hopefully I'll be able to update more regularly now. If not, only a few months left until the semester ends and I can get back into my normal upload schedule again. **

**That's all I got. Sorry for the wait, and thanks to everyone for sticking with me! I know it's short and rather uneventful, but it's going to pick up from here! Hope you enjoy!**

It was a while later when Jarvis interrupted his work to announce, "Colonel Rhodes has arrived, sir."

Tony straightened, surprised. Rhodey had said he wanted to drop in sometime this week, but he was expecting some kind of notice first, at least.

Apparently not. He'd barely made it out of his chair when there was a knock on the outside of the lab door.

Tony stood up, stretching and sighing before muttering, "Let him in, J." There was no point in keeping him out.

The lock clicked, and a moment later, Rhodey pushed open the door, stepping inside and looking around as he entered. Then his eyes landed on Tony, and he immediately raised an eyebrow. "You look like shit," he told him bluntly. "Were you pulling all-nighters again? You're not in college anymore, Tony. You can't keep doing that."

Tony scoffed, lowering his arms and throwing down the tool he was still holding in his hand. "You know, I don't know whether to believe Pepper put you up to saying that, or that you two just both think you're my parents and jump at any chance to lecture me about my well-being. Which you both do more than my parents ever did, might I say."

"Say whatever you want. You know we both just don't want to see you put yourself through any more stress than absolutely necessary." Rhodey sighed, looking him over again before seemingly deciding to let it drop. "Speaking of extra stress, where's the kid?"

That gave him a pause. "Out," he answered vaguely, after a short pause. He hadn't really considered what he was going to tell Rhodey about him yet - or rather, what the extent of what he was going to tell him was. If Peter was really going to work with him on this, then he couldn't exactly hide his involvement, nor would he likely be able to keep his identity a secret for very long. Rhodey was too observant not to notice that every time "Spider-Man" showed up, his intern was nowhere to be found; but he also doesn't want to give him away without Peter being there, or them at least talking about it, first, which they hadn't yet.

"Out?" Rhodey repeated, raising an eyebrow.

"Yes. Out. Relaxing, having a good time, I'd imagine. Doing whatever it is teenagers do when left alone these days."

"So you sent a teenage kid loose in a place he's never been before by himself?" Tony just shrugged. "Does he have some kind of supervision, at least?"

"His aunt lets him run the streets of New York by himself and he's fine. How bad can it be here by comparison?"

"Um, _bad_? Especially when there's a supervillain out and about with an unknown vendetta to fulfill?"

Tony stopped mid-step at that. _Shit_. Rhodey was right. He hadn't even thought about that. He'd let an underage, undertrained vigilante superhero take off into a city on his own without a second thought to the fact that they were here to stop a supervillain that had been targeting this area of the state. What if Peter somehow got caught in the middle of one of his attacks? Or worse, ran into the villain or someone associated with him and decided to try to take him on himself? Hadn't they just been talking about how impulsive and reckless he tended to be in the heat of the moment? He wouldn't think twice before trying to take on this monster on his own if he had the chance.

He instantly was digging in his pocket for his phone, ready to call the kid and tell him to come back this instant, when he caught a glimpse of the clock on his lock screen. There was less than a half hour until Peter was due to be back, and he'd installed security protocols in the suit just for this purpose. If Peter had gotten hurt at all while he was out, he'd have been alerted already.

He took a slow breath and pocketed the phone again. The boy would be back within the next twenty minutes. There was no point in cutting that short. If he didn't turn up in that time, well, _then _he could start calling him repeatedly and panicking.

He turned back to Rhodey, who was still watching him with one eyebrow raised. "Well?"

Tony shrugged. "I trust the kid," he said, simply, and was almost immediately surprised to realize that the words were true. Despite the whirlwind of the past couple of days, he did trust him. Maybe not to have the self-preservation instincts he needed to protect his own life, but with Tony's own? With the innocents in the city? Yeah. He did. And to that end, he trusted that Peter would contact him if something happened, if only because he'd be worried about someone else getting hurt if he didn't. "He'll be back soon. In the meantime, he'll call if he needs to."

Rhodey put his hands up. "Whatever, man. Your lawsuit if something happens. So, what do you have for me?"

Tony smiled wryly, heading for the door and gesturing for Rhodey to follow. If only he knew that the subject he was trying to change was basically the same as the one he had just asked about. "A few things. Come on, let's go upstairs. We can talk about this over lunch."

Several minutes later, they're back in the kitchen, moving around each other as they cook just like old times. It's nothing fancy - just spaghetti and meatballs, with some salads on the side. It's enough that he knows he can feed all of them, but it also doesn't take long to make, and keeps him and Rhodey out of each other's way as they cook.

They made small talk as they cooked, but Tony managed to steer him away from talk of information and planning as they do, as much because he doesn't want to discuss this information without Peter being here as the fact that he's having trouble focusing on anything besides worrying about him as it gets closer to time for him to return with no sign of him. It's hard to fathom this sudden urge to protect and worry about him all the time, but it's like as soon as it occurred to him that he should, he just couldn't turn it off.

"_Tony_."

Tony jolted slightly, looking over his shoulder at Rhodey, who was giving him an unimpressed look, clearly having called his name several times without getting an answer. Even thinking about Peter apparently was enough to draw him into a spiral of deep thoughts and emotions.

Great. So much for not getting too attached.

"Sorry," he muttered, moving his pan off of the stove and turning off the burner. "What'd you say?"

"I asked when we were going to get back to the subject you were so stubbornly avoiding. Do you have any information for me or not? Or did you just pull those all nighters for the hell of it, just to see if you still could?"

Tony scowled. "Smartass." But it's a valid question, and he can't keep putting it off. And Peter is supposed to be here… He checked his watch and froze. Peter is supposed to be here _now. _As in, was supposed to be here a whole three minutes ago.

Before he could go into a full on panic, however, there's a slight hissing sound from the other room. He and Rhodey both spun around at the sound, though for Tony the overwhelming feeling is relief, while Rhodey looked more alarmed at the unexpected intrusion.

Hardly caring to reassure him at the moment, Tony immediately started towards the balcony door in the living area, which he was sure was the source of the hiss he'd heard. Sure enough, just as he stepped through the doorway, a red and blue form was dropping down onto the balcony, rolling into the doorway and bouncing almost immediately to his feet.

As soon as he was upright again, he was pulling off his mask, his other hand coming up in a gesture as if to ward off an attack. "I know I'm late, but I can explain," he blurted, stopping a few feet from Tony, puppy eyes already at work when Tony met them. "I was on my way back but there was this cat in a tree and I couldn't just leave it but I got turned around trying to get on the path back. Everything is just either so green or so sandy, I can't tell anything apart, and I-"

Seeing the boy back and in one piece was enough to make the slowly building knot in his gut start to loosen, and he relaxed automatically once his brain had caught up to the fact that he was back, alive and seemingly unharmed, if now four minutes late. "_Peter_," he interrupted, and then waited until the teen stopped and had a moment to catch his breath before continuing. "I'm not mad. It's literally four minutes, and I was just about to dish out lunch, anyway. But next time, try to call me and give me a heads up, alright?"

Peter stared at him for a long moment as if uncomprehending. Clearly, the boy had been bracing himself for more of a scolding, and he didn't quite trust that he wasn't getting more than that. Course, Tony had been pretty severe in his warning of punishment, even if he hadn't specified what that punishment would be, so perhaps it was only to be expected. "Okay," he agreed, after a few moments pause. "So what's for lunch?"

"_What's for lunch_? Are you kidding me?"

Tony whirled around again at the sound of the voice. He'd almost forgotten Rhodey was even there, but clearly, Rhodey hadn't forgotten that he was. He must have followed him into the living area to see what the noise was, and, well… here they were.

Peter froze, staring at him with wide eyes. "I- uh-"

"Easy, kiddo. He's a friend. We were going to have to tell him anyways," Tony told him, attempting to be soothing despite being absolutely shit at comfort. This certainly could have gone smoother. He cleared his throat. "Pete, this is Rhodey, an old friend of mine. Rhodey, this is Peter, my… intern."

"Your intern," Rhodey repeated. "Great. So when were you going to tell me that your intern was Spider-Man? Or that you were spreading classified information to untested individuals - to a _child_, no less?"

"I'm sixteen," Peter interrupted.

"You're a child," Rhodey retorted.

"Okay, okay." Tony squeezes his shoulder. "Look, I was going to tell you, Rhodey-"

"_When_?"

"Over lunch. Right now. I was just trying to buy time until the kid got back so that I could make sure he was totally okay with me revealing his identity to you, at least, but, well-" He looked at Peter. "A little late now, but you don't mind, right?"

Peter looked uncertain, his eyes flicking back and forth from Rhodey to Tony, but eventually he nodded. "Uh… I guess not."

"Great!" Tony straightened, clasping his hands together and gesturing towards the kitchen. "Perfect. Let's go to the kitchen, then, and we can finish properly discussing this over lunch. How's that sound?"

For a long moment, it's that awkward silence again, as Rhodey and Peter seemed to size each other up, neither of them looking too certain about the whole situation. It was Peter who finally broke it, looking up at Tony with an expression of such trust that he felt something in him twist at the sight.

"Depends," the boy said simply. Tony raised an eyebrow, silently motioning for him to go on, and Peter smiled a little, that sweet, excited puppy look taking over his whole face again. "What's for lunch?"


	16. Chapter 16

**Guess who's back again... hopefully with our regularly scheduled programming (Tuesday / Thursday / some Saturdays upload schedule) for the summer, though it may be a lil late some days, like it is now. **

**I was on a roll with ASP but I know this is what most everyone wants to see, so. Here y'all are. Let the fun times begin. **

**Hope everyone is doing well and stays well and that I can bring y'all a little joy during this time. Love you all 3000. Thanks for sticking with me 3**

In the end, the promise of food was enough to draw them all to the table, and kept them there long enough to start a conversation, at least.

Peter, as it turned out, didn't have much to say when it came to what they were actually having for lunch, as long as it was good food. The boy was willing to eat just about anything, what with his crazy metabolism and all.

Tony handed him a plate with almost triple what he'd set out for him and Rhodey, and silenced the other man's questioning expression with a silent look that seemed to say _just wait and see_.

Rhodes shook his head, but clearly decided it was better not to ask. It seemed he was less curious about Peter's insane appetite and more about what he'd just discovered in the living room. "Okay, so hold on a minute. I'm just… really, Tony? Did you do this all on purpose?"

"You'll have to define 'all this,' I'm afraid. I'm not a mind reader — yet, at least — and there's a lot going on here." Tony settled off of Rhodey's side, across from Peter, and took a bite of his food.

"The kid," Rhodey clarified.

"What about him?" Tony shrugged. "If you're asking if I knew he was Spider-Man when I chose him to be my intern, no. It probably accidentally factored into my decision, but I didn't choose him based on that. If you're asking if I told him we needed his help, then yes, but the full circumstances — still no, not yet. I wanted us all to meet, first."

Silence, for a minute. Then Peter piped up. "How did it _accidentally_ factor in if you didn't know?"

Tony hummed, considering it. "Well, the thing is, I've been thinking about it… and we met before, right? Which is why you seemed familiar to me when we did the interview, and that caught my attention, because I don't remember random people all that often."

"And the fact that he corrected you," Rhodes pointed out, apparently not on edge enough about the whole situation to let the opportunity go to remind him of that apparently wildly amusing fact.

"That too," Tony agreed. "Which is how I knew you were insanely smart, but the whole thing was a little weird, which also caught my attention, and no doubt is something that has contributed to your abilities and success as Spider-Man. So, yeah, in a way, it factored in, but I didn't know."

"Okay, so let me get this straight." Rhodey leaned backwards, looking between them before settling his attention back on Tony. "The intern Pepper forced you to pick, somehow, someway, accidentally happens to be Spider-Man, and so your first instinct is to bring the kid in on so-top-secret-it's-not-even-official military business?" Rhodey didn't seem sure whether he should be more confused or irritated.

"Well, no, not my _first _instinct," Tony countered, looking mildly perturbed by the accusation. "It wasn't like I said, 'Oh, hey, you're Spider-Man, so you want to know a secret?' Give me _some_ credit."

"Can we please stop talking about me like I'm not here?" Peter injected. In the short span of their exchanges, he'd already finished most of his food, and was clearly growing a little irritated at not getting a chance to even put a word in. "Mr. Stark already said he didn't tell me everything you're so worried about me knowing. He didn't know I was Spider-Man because I didn't _want_ him to know I was Spider-Man and it had nothing to do with why I wanted the internship. But he found out, and we've made our peace with it, and yeah, he asked me to help… which I would have wanted to, anyway, and yeah, he's right, I probably would have tried whether either of you knew or not, like I did earlier, so… it's probably for the best this way. And I can keep a secret. The world doesn't know I'm Spider-Man, after all, and that's gotta count for something."

"How long have you been Spider-Man?" Rhodey asked him.

"About six months."

"That's better than Tony ever came close to, I suppose," Rhodey muttered, begrudgingly.

"_Hey_!"

"Anyway, look kid," Rhodey continued, ignoring his friend's disgruntled cry. "I'm not doubting your sincerity, or your abilities, or anything like that. I've seen the kind of work you do in the city, and it's good, but it's small time. I don't know that you're ready for something this big. Stopping robberies and muggings and rescuing cats from trees is all well and good, I'm not discounting that, but there's no stakes to it. Mistakes cost you a couple days discomfort there. A bad memory, an injury or two. But out here, they'll cost people their lives. Including possibly yours."

Tony glanced at Peter just in time to see the kid's face go carefully blank. He straightened, half tempted to interrupt, sensing the fact that maybe the generalizations Rhodey made had gone a little too far, but Peter spoke before he could. And despite his previous knowledge, the words that came out floored even him.

"Oh, my bad. I forgot that's how it worked. That a mistake can not only get you badly hurt but someone else killed, if you're not careful. It's not like I've ever messed up, or anything. Never seen anyone die because of my mistakes. Not one person, or maybe two or three. Not like one of those nonexistent people was my own uncle who bled to death in my arms. Not like he died thinking he was trying to save me from bleeding to death in his, from a bullet wound that had nearly healed on its own before he even got cold because of powers he didn't know I had and that I was too chicken to use." For as upset as he had to be underneath, his words came out cold, steely, level and steady despite the severity. "But suppose you're right. An injury to the heart is no kind of visible injury, after all, and it's just a bad memory, now. So I guess I do have no idea what the stakes are, do I?" He stood up. "I think I'm done. I'll leave now so you can keep talking about me without me actually being in earshot. But don't worry, I won't be too far, so if the situation gets bad enough you actually need my pathetic backup, for whatever it's worth, I'll still be here." With that, he dumped his empty plate in the sink and walked out.

Stunned silence reigned for a whole minute after the teen stalked out.

In retrospect, maybe Tony should have seen some kind of outburst coming. For as impulsive as he had proved to be, he'd been pretty receptive and levelheaded since he'd snapped at Tony in the car on the drive here the first day — long ago as that somehow felt. He was due for an explosion, and though he didn't blame Rhodey for it, exactly, he wasn't surprised that the other man's words had sent him over the edge.

Rhodey turned around, slowly, to face Tony and ask the question. "Did you know?"

"That his uncle died, and that he was there, yes. The rest… no."

Another pause. "Well, shit. I didn't mean to set him off, Tony, but-"

"I know," Tony interrupted with a heavy sigh. "I do. I know what it's like out there. And yeah, he's experienced death, and tremendous loss, but he's still a kid. He _is _impulsive and sometimes volatile, as you just saw. But I gotta tell you, Rhodey, I've seen his skills first hand a few times now. He needs some training, but the boy could end up single-handedly saving our asses out there."

Rhodey sighed, passing a hand over his face. "I'm still not denying that, but Christ, Tony. I fought tooth and nail to bring _you _into this, and there's reasons that even other heroes know. Some untried and untested kid? No way in hell."

"Then don't tell them," Tony said, leaning forward. "We can tell them he just swooped in and then we didn't have any choice but to debrief him. And he doesn't need to know any more than absolutely necessary. I don't want him involved anymore than he has to be, anyway." He paused. "And you can say it. I'm the reason others aren't involved."

It was no secret that Tony had a history with a few of the other so-called heroes that were around these days. He'd met Steve Rogers and Natasha Romanoff not that long ago, on a mission organized by Nick Fury — as a favor after Fury had secured the supplies he needed to fix his arc reactor. Needless to say, he hadn't exactly become fast friends with either of them.

He'd been wary of working with Steve in the first place, having been raised with the comparison of the man whom he'd never even met until long after his father had died. He knew he harbored resentment toward him, and in a field where other people's lives had been at stake, he hadn't wanted to go in with that being a problem. And it hadn't been… until Steve has started accusing him of narcissism and basically everything else he could think of, attacking him based on an old public persona, and to say that Tony hadn't kept his mouth shut would have been an understatement. They nearly came to blows right in Fury's compound, but in the end, there was no time to fight, before or after, and it certainly wasn't worth going back for. He left straight after the mission to avoid a real conflict with him. And Nat… well, she was only human, but she was dangerous, and the honest truth was, while she'd done nothing wrong on the mission, she hadn't been entirely honest with either of them, and between that and knowing her storied history, he just couldn't trust her.

"Fine. Partially. But also because we're trying to keep this quiet as possible. If we bring in a tech genius to deal with supposed tech problems, we can get away with that, whether he's in a suit or not. If we bring in a whole team of heroes, on the other hand, there's gonna be questions raised."

That made sense, he supposed. Even if he wasn't entirely convinced that was the only reason why.

"Alright," Tony finally said. "I get it. But he's here, Rhodey, and the kid has skills that can help us. He's going to want to use them whether we want him to or not. Besides, I let him patrol today. People already know he's here, and no one knows about Malware but us, yet. So maybe we could play it off as coincidence."

"Maybe. For a time," Rhodey allowed, then sighed again. "Like you said, there's not much we can do to stop him. But I only want him having information on a need to know basis. Plausible deniability and all that."

"Of course." Tony waved it off. "Should I go get him?"

"Maybe we should give him a bit to cool off, first." Rhodey picked up his fork. "We should eat, then we can both go. I should… probably apologize. I mean… damn. He's got trauma to rival you, Tony."

"You're telling me," Tony muttered. "He's like a miniature version of me."

"Except purer," Rhodey told him.

Tony couldn't help but snort as he popped the first bite of food in his mouth. It was half cold, by now, but it didn't even phase him. He was already deep in thought. "Yeah. Ain't that the truth..."


	17. Chapter 17

Peter retreated to his room, barely minding himself enough to not stomp off like the moody teenager that they were no doubt making him out to be right now. He closed the door none too gently behind him, nonetheless, and on instinct, locked it behind him. It was petty, and it probably would do absolutely nothing to actually keep either of them out. Tony no doubt could get into any door in his own mansion if he wanted to, and that wasn't even counting what Jarvis could do to help him. And he was sure that the AI could and would easily unlock it for him if he simply asked.

He flopped down on the bed, shoving his hands through his hair and tugging at it, as if that would help relieve his frustration. He shouldn't have snapped at Rhodey, he knew, but the colonel's words had just infuriated and cut him so much deeper than he expected.

He knew he was inexperienced. He hadn't really fought any big bad guys, and he knew it. He had never denied that. But for the man to assume that he had never experienced any loss, that he didn't have any idea of the stakes they were facing or the cost of making mistakes… It was more insulting and hurtful than he had realized it would be.

Maybe he hadn't been in a real battle, or had the opportunity to lose soldiers the way the colonel had. But he'd lost his uncle, because of his own stupidity and his hesitance to act. And not only had the man died, he'd watched him die. In his arms. Worrying about him until the end, with no idea that not only was Peter fine, but that he could have stopped it. And okay, maybe it's callous and not entirely correct to say so, but he couldn't really think of anything much worse than that, let alone that Rhodey or Tony had likely experienced.

Still, he shouldn't have snapped at him. In their eyes, he'd probably just proved their points, and he'd probably lost any chance of being allowed to help, now. Hell, after freaking out on one of Tony's clearly oldest friends and comrades like that, on top of how many times he'd gotten into it with Tony in one form or another already, he could probably just start packing his things to go home. If he was too young and unruly to be trusted to help, and he'd really pissed Mr. Stark off again, then really, chances were he didn't want to do the internship with him anymore, either. And it was only reasonable to assume if the internship was cut, and they didn't trust him not to swoop into battle where he wasn't wanted, then he was a useless liability and a major risk to just be left hanging around here. He'd mostly likely be on the jet back home by morning.

Weirdly enough, the thought of being sent back home on the jet by himself was the thing that frightened him more than anything else about this whole situation.

He didn't know how long he laid on the bed, sulking - rather childishly, he could admit - before the knock came at the door. And yeah, he'd been expecting it, but that didn't stop him from groaning when it happened.

Jarvis's voice, unexpectedly gentle, shattered the silence in the room in the moments following. "Mr. Stark would like to speak with you, Peter. Would you like me to attempt to restrict him from entering?"

The word choice doesn't slip his notice. Jarvis could _attempt _to refuse to let Tony in, he knew, but Tony could no doubt override him and get in anyway if he really wanted to. And then Peter is just left looking childish and foolish.

"No, Jarvis." He sighed, rubbing his hands over his face. The offer was unexpected, and appreciated, but he knew it would be a moot point. "Just let him in."

There was a moment of silence, then an audible click of the lock which was almost immediately followed by the sound of the door cracking open. As Jarvis had said, it was Tony who appeared in the doorway a few seconds later.

Peter purposefully didn't look at him, keeping his eyes trained on the ceiling. "Well?" The word came out before he could think better of it, but it didn't sound as sassy as he'd feared it would. He just sounded more tired than anything.

Tony hummed, crossing the room and settling on the edge of the bed. He didn't seem perturbed that Peter wasn't looking at him, although maybe he was a bit confused as to what he was being asked. "Well, what?"

Peter quirked a shoulder. "When does the jet leave?"

Tony glanced down at him, surprised. "What?"

"It was a pretty simple question, Mr. Stark. I can't help you, and I doubt you actually want to fulfill the internship with me now even if you trusted me to stay and not intervene, so of course you'll be sending me home. When does the jet leave?"

Stark tilted his head, studying him for a moment before answering, slowly, as if he considered the words carefully. "I'm not sending you home, Peter."

"You're not?" Now it was his turn to sound surprised.

"Of course not. And I'm not cutting the internship with you, either."

"But… I yelled at Colonel Rhodes. And I lied to you, and this is like the third time I've freaked out, and you guys don't trust me, and…"

"Peter…" Tony sighed. "It's not that we don't trust you. I can assure you of that. It's that you're untested, and this situation will be dangerous for everyone involved. And if you get in over your head, I can't guarantee that I can get you out." He paused. "As for yelling at Rhodes… it was impulsive, yes, but not entirely uncalled for. Neither of us realized the extent of your trauma, and the generalizations he was making were too far. Just because you haven't been doing this as long as us doesn't mean your experience isn't just as valuable - or scarring."

Tony turned a little, holding out a hand to him after a moment. "Sit up. Come on." Peter hesitated for a moment, but then took the proffered hand, allowing the elder hero to pull him up beside him. "And I don't consider you protecting yourself lying to me. It's reasonable, even if I was upset about it at first. But, in truth, I haven't been entirely honest with you, either."

Peter blinked up at him. "You haven't?" He racked his brain, trying to think of anything they'd talked about that Stark might have not been entirely truthful about. Usually his spider sense meant that he had some idea of when he was being lied to, at least maliciously. But nothing came to mind.

Tony smiled wryly at him. "No. I haven't. Truthfully… I got so upset with you because… I have no idea what I'm doing," he admitted.

Peter blinked. That was probably the last thing he'd ever expected to hear one of the smartest men in the world say. "You don't?"

Tony shook his head. "Look, I don't… deal with kids. Not at all. And I'm sure you've realized by now that this internship wasn't my idea. I had no idea what I was going to do with you even before I knew you were Spider-Man, and now… I have even less of a clue.

"I'm not the best person to be mentoring anyone, kid. I have, and still do, make a lot of mistakes, and the thought of you making the same ones…" He hesitated, as if searching for the words. "Truthfully, I see a lot of younger self in you, Peter. And that worries me as much as it excites me.

"You're young. You're impulsive. You're too smart for your own good. You've lost most everyone who ever cared about you, and the one you have left, despite her best efforts, can have no idea what you're going through. You have, up to this point, been running around with next to no supervision or guidance, and been struggling to figure things out on your own. We were - are - alike in many ways. And that can be a good thing, to an extent, but left unchecked, it can also be a very, very bad thing.

"I've been through the wringer the same as you, and my coping mechanisms have never been entirely healthy, nor have I had or utilized the support system that I needed around me. And I don't want to see that be you. I know you probably feel like I'm treating you like a child instead of an equal. And I don't mean to, necessarily, but I can't help feeling like if I had someone to do that for me...

He trailed off, finally, and then shook his head. His eyes had gone glossy as he spoke, clearly deep in memories, but he seemed to come out of it suddenly, and refocused on Peter. "What I'm trying to say, kid, is that I just want to help, even if I have no idea what I'm doing. And you're still a kid, like it or not. You're going to make mistakes. And while _I _might not like it, I'm certainly not the person who should be judging you for it, so I'm going to do my damndest not to, and just try to help keep you from making the worst ones. Alright?"

Peter nodded, slowly, even if he felt like he couldn't quite wrap his head around what the older hero was saying. Him? Being anything like Tony Stark, in suit or out of it? He just couldn't fathom it. He was just Peter Parker. Spider-Man, sure, but Spider-Man couldn't compare to Iron Man. And he certainly wasn't on the same level of genius or charisma that it took to be CEO of Stark Industries, either. "Alright," he agreed uncertainly. "So… I can stay?"

Tony chuckled, clasping the boy on the shoulder. "I'm not going to keep you here if you want to go home, but if you want to stay, Peter, then yes, you can. And if you still want to help us… previous conditions still apply, and I might not be able to tell you as much about it as you would want to know, but I would still like your help. Not as some lackluster backup - because you most certainly are not - but preferably as an ally. If that sounds agreeable to you."

It sounded more agreeable than it seemed right for it to, considering what a jerk he felt like he'd been, but he couldn't deny that he liked the sound of it. Still, he hesitated. "Is Rhodey going to be okay with that?"

"He's agreed, if I only tell you what it's absolutely necessary for you to know going into the situation," Tony told him. "And I'll be deciding how much that is, so… if it's more than he would strictly like for you to know… that's for him to find out later." Stark winked at him, then stood up. "Now, we should really have a real team meeting to talk strategy, and soon. Think you can handle seeing him again today?"

The idea isn't exactly appealing, but Peter knew better than to say so. It's childish, and there's bigger things at stake here than his wounded pride. He should probably apologize to the elder man anyway. "Yeah, I think so."

"Good." Tony turned, offering him a hand to help him get to his feet, which Peter accepted almost immediately. "Then let's get back out there and start talking about how to put this asshole in his place. I've got an intern I'd actually like to spend some non-violent time with, and maybe just a _little _bit of relaxing to do, sometime before I die an untimely death from all these shenanigans."

Peter cracked a small smile. "I think that sounds like a good idea. Not the untimely death part, but the rest, yeah."

Tony laughed, clapping him on the shoulder again. "Come on, kid. Let's get to work."


End file.
